Common use of Reports and Other Information Clause in Contracts

Reports and Other Information. Notwithstanding that the Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibitsunless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1i) within 90 days after the time end of each fiscal year (or such longer period as may be permitted by the SEC if the Issuer were then in effect subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under the applicable rules and regulations of the Exchange Act with respect to SEC, may be the filing annual report of a Holdings or another Parent of the Issuer) on Form 10-K by a nonor 20-accelerated filer, annual reports on Form 10-K, F (or any successor or comparable form, forms) containing the information required to be contained therein, therein (or required in such successor or comparable form;) and (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearyear (or such longer period as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, reports voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC, may be the quarterly report of Holdings or another Parent of the Issuer) on Form 10-Q containing all quarterly information that would be required to be contained in Form 10or 6-Q, K (or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLCforms), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and including a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then or substantially similar section (whether or not required by such form). (b) The Issuer shall make the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the IssuersSection 4.02(a) available to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders and to securities analysts of the Notes and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports. (c) Notwithstanding the foregoing Sections 4.02(a) and (b), information the Issuer will be deemed to have furnished the reports required by Sections 4.02(a) and documents (b) to the Trustee is for informational purposes only and the Trustee’s receipt Holders if it or Holdings or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. (d) In the event that any Parent of the Issuer is or becomes a Guarantor or co-obligor of the Notes, the Issuer may satisfy its obligations under this Section with respect to financial information relating to the Issuer by furnishing financial information relating to such Parent; provided that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such Parent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors, if any, and the other Subsidiaries of the Issuer on a stand-alone basis, on the other hand. (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including change to the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Trustee.

Reports and Other Information. (a) Notwithstanding that the Issuers Covenant Parties may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers ▇▇▇▇▇▇▇ ▇▇ shall file with the SEC (and make available to the Trustee and Holders of the Notes (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Holder, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇▇▇ system or ▇▇ files them with the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurredSEC) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Issuers would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers ▇▇▇▇▇▇▇ ▇▇ shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event ▇▇▇▇▇▇▇ ▇▇ shall make available such information to prospective purchasers of Notes, in addition to providing such information to the Issuers shall post such reports on Trustee and the Parent’s or an Issuer’s public website Holders of the Notes, in each case within 15 days after the time they the Issuers would have been be required to file such information with the SEC, if they it were subject to Sections 13 or 15(d) of the Exchange Act. In ; provided, further, that, with respect to the event quarter with respect to which the Issuers notify the Trustee in writing that (1) a Foreign Parent intends to switch the rules currency in which its financial statements are reported, ▇▇▇▇▇▇▇ ▇▇ shall not be required to make available such information to prospective purchasers of Notes or provide such information to the Trustee and regulations the Holders of the SEC (including Rule 3-10 of Regulation S-X) permit Notes until 90 days after the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those end of such parent company on a consolidated basis, rather than those of the Issuersquarter. In addition, to the extent not satisfied by the foregoing, the Covenant Parties have agreed that, for so long as any Notes are outstanding, the Issuers they shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Covenant Parties shall not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K. (b) If Parent or any other direct or indirect parent company of ▇▇▇▇▇▇▇ ▇▇ is a Guarantor of the Notes, the Covenant Parties may satisfy their obligations under this Section 4.03 with respect to financial information relating to the Covenant Parties by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Covenant Parties and the Restricted Subsidiaries on a stand-alone basis, on the other hand. (c) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee shall have no responsibility to determine if ▇▇▇▇▇▇▇ ▇▇, Parent or any other direct or indirect parent company of ▇▇▇▇▇▇▇ ▇▇ has filed any information with the SEC.

Reports and Other Information. Notwithstanding that (a) Whether or not the Issuers may not be Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuers shall Company will furnish to the Holders or cause the Trustee to furnish to the Holders, or file with the SEC for public availability through the SEC’s Electronic Data Gathering, Analysis, and Retrieval System (and make available (without exhibits), without cost, to or any successor system) no later than 15 days after the dates specified below: (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 90 days after it files the end of each fiscal year (or such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K by a non-accelerated filer), an annual report as would be required to be filed with the SEC on Form 10-K if the Company were required to file such reports; (ii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-K Q by a non-accelerated filer), annual reports a quarterly report as would be required to be filed with the SEC on Form 10-K, or any successor or comparable form, containing Q if the information Company were required to be contained therein, or required in file such successor or comparable form;reports; and (2iii) within 5 days after the time period then in effect under the rules and regulations of promulgated under the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Current Report on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, K after the occurrence of an event required to be therein reported, such other reports a current report as would be required to be filed with the SEC on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC K if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been Company were required to file such information with reports. If the SECCompany has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if they were subject to Sections 13 or 15(d) taken together as one Subsidiary, would constitute a Significant Subsidiary of the Exchange Act. In Company, then the event that (1) the rules annual and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either quarterly reports required by clauses (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or and (ii) above shall include a presentation of selected financial metrics (in the Company’s sole discretion) of such parent entity of Finance LLC provides separate financial information and Unrestricted Subsidiaries as a group in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations” or other comparable section. If the Company or any Parent Entity does not file reports containing such information with the SEC, the Company will make available such information and such reports to the Restricted Subsidiaries Trustee under this Indenture, to any Holder and, upon request, to any beneficial owner of the Notes, in each case by posting such information on the one handits website, on Intralinks or any comparable password-protected online data system which will require a confidentiality acknowledgment, and for will make such information readily available to any other material business on Holder or any bona fide prospective investor in the other hand, then Notes (which prospective investors will be limited to “qualified institutional buyers” within the information and reports required by this covenant may be those meaning of such parent company on a consolidated basis, rather than those Rule 144A of the IssuersSecurities Act that certify their status as such to the reasonable satisfaction of the Company) who agrees to treat such information as confidential or accesses such information on Intralinks or any comparable password-protected online data system which will require a confidentiality acknowledgment; provided that the Company shall post such information thereon and make readily available any password or other login information to any such prospective holder, securities analyst or market maker. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers Company shall furnish to Holders and to securities analysts and prospective investorsinvestors in the Notes, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. Delivery If any Parent Entity files reports with the SEC in accordance with Section 13 or 15(d) of the Exchange Act, whether voluntarily or otherwise, in compliance with the filing periods specified in the first paragraph of this covenant, then the Company shall be deemed to comply with this covenant. The Trustee will have no responsibility whatsoever to determine if any such reportsfiling has occurred. For the avoidance of doubt, such reports need not include separate financial information required by Rules 3-10 and documents 3-16 of Regulation S-X; provided, however, that if such Parent Entity has more than de minimis operations separate and apart from its ownership in the Company and its Subsidiaries, then the financial statements of the Parent Entity shall be accompanied by selected financial metrics (in the Company’s sole discretion and which need not be audited) that show the differences between the information relating to such Parent Entity and any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Trustee is for informational purposes only Company and its Subsidiaries on a stand-alone basis, on the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)other hand.

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available to the Trustee and Holders of the Notes (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Issuer shall post make available such reports on information to prospective purchasers of Notes, in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the Holders of the Notes, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. . (b) In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on the Issuer becomes a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly Guarantor of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate Notes, the Issuer may satisfy its obligations under this Section 4.03 with respect to financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and relating to the Restricted Subsidiaries Issuer by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, . (c) Notwithstanding anything herein to the extent not satisfied by the foregoing, for so long as any Notes are outstandingcontrary, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such Issuer shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance be deemed to have failed to comply with any of their covenants hereunder its obligations set forth under this Section 4.03 for purposes of clause (as 3) of Section 6.01(a) hereof until 60 days after the date any report is due pursuant to which the Trustee is entitled to rely exclusively on Officer’s Certificates)this Section 4.03.

Reports and Other Information. Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3iii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Issuer shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. ; provided, further, that the Issuer shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC)the Issuer becomes a Guarantor of the Notes, the Issuer shall have satisfied its obligations under this Section 4.03 with respect to report at financial information relating to the Issuer by furnishing financial information relating to such parent entity’s level company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Issuer and its Subsidiaries on a consolidated basis standalone basis, on the other hand. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and (2) annual financial information required by this Section 4.03 shall include a reasonably detailed presentation, either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly on the face of the Capital Stock of Finance LLC financial statements or (ii) such parent entity of Finance LLC provides separate financial information in the footnotes thereto, and a in “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations,” of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersIssuer’s Unrestricted Subsidiaries. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, outstanding the Issuers Issuer shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Company will file with the SEC (and make available (without exhibits)upon written request provide the Trustee and holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Company would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Company will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case, within 15 days after the time they the Company would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Company or the Guarantors contemplated by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. If the Company has designated any Subsidiary as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Company and the Parent (or any other direct or indirect parent company of Finance LLC), the Company to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Company, or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Company will satisfy this Section 4.02, and the Company is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Company and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, then the Company will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingCompany shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Company will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Company has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall be required to file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that provide the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,Holders with: (1) within 90 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by for a non-accelerated filerfiler plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each fiscal year, annual reports of the Issuer on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within 45 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by for a non-accelerated filer, for filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each of the first three fiscal quarters of each fiscal year, quarterly reports of the Issuer on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the periods specified for filing of a Current Reports on Form 8-K, K after the occurrence of an each event that would have been required to be therein reportedreported in a Current Report on Form 8-K under the Exchange Act if the Issuer had been a reporting company under the Exchange Act, such other current reports on Form 8-K, or any successor or comparable form; provided that no such Current Reports shall be required to be filed or provided that are not material to the interests of Holders in their capacities as such (as determined in good faith by the Issuer) or the business, assets, operations, financial positions or prospects of the Issuer and the Restricted Subsidiaries, taken as a whole. Notwithstanding the foregoing, (A) none of the foregoing reports shall be required to (i) contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10, 3-16, 13-01 or 13-02 of Regulation S-X promulgated by the SEC or (ii) present any information required by Item 9A of Form 10-K, Items 307 or 308 of Regulation S-K (or, in each case, any successor item or provision in respect thereof) or any other rule or regulation implementing Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or by Item 402 of Regulation S-K and (B) if any Parent Entity is a manner that complies Guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of a parent company, rather than those of the Issuer, so long as such filings would otherwise satisfy in all material respects with the requirements specified in such formof clauses (1), (2) or (3) above; provided that the Issuers shall not be so obligated to file if such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and holds material assets (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownershipcash, directly or indirectly of Cash Equivalents and the Capital Stock of Finance LLC or (iithe Issuer and Restricted Subsidiaries) such annual and quarterly reports shall include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent entity of Finance LLC provides separate financial information company and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted its consolidated Subsidiaries on the one hand, and for any other material business the Issuer and the Restricted Subsidiaries on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents reports to the Trustee trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates). (b) Notwithstanding anything herein to the contrary, (A) the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 60 days after the date any such report is due hereunder and (B) the Issuer shall not be so obligated to file such reports with the SEC (i) if the SEC does not permit such filing and (ii) subject to clause (A) of this sentence, the Issuer makes available the applicable information to prospective purchasers of Notes upon request, in addition to providing such information to the Trustee, in each case, within 15 days after the applicable date the Issuer would be required to file such information pursuant to the first paragraph of this section. To the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default (unless the Notes have been accelerated at such time) with respect thereto shall be deemed to have been cured. (c) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required by Section 4.03(a) shall include information (which need not be audited or reviewed by the Issuer’s auditors) regarding such Unrestricted Subsidiaries substantially comparable to the financial information of the Unrestricted Subsidiaries presented in the Offering Memorandum in the penultimate paragraph under “Summary—Our Company”; provided that no such information shall be required if such financial information is not material compared to the applicable financial information of the Issuer and its Subsidiaries on a consolidated basis or if such Unrestricted Subsidiaries are not material to the Issuer and its Subsidiaries on a consolidated basis. (d) So long as the Notes are outstanding and the reports required to be delivered under this Section 4.03 are not filed with the SEC, the Issuer shall maintain a website (that, at the option of the Issuer, may be password protected) to which Holders, prospective investors, broker-dealers and securities analysts are given access promptly upon request and to which all the reports required by this Section 4.03 are posted. (e) To the extent not satisfied by the reports referred to in Section 4.03(a), the Issuer shall furnish to the Holders, prospective investors, broker-dealers and securities analysts, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (f) The Trustee shall have no obligation to determine whether or not such information, documents or reports in this Section have been filed by the Issuer.

Reports and Other Information. (a) Notwithstanding that the Issuers Covenant Parties may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers VNU HF shall file with the SEC (and make available to the Administrative Agent and Lenders (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Lender, within 15 days after it VNU HF files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Closing Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers VNU HF shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event VNU HF shall make available such information to the Issuers shall post such reports on Administrative Agent and the Parent’s or an Issuer’s public website Lenders, in each case within 15 days after the time they the Borrower would have been be required to file such information with the SEC, if they it were subject to Sections 13 or 15(d) of the Exchange Act. In ; provided, further, that, for the event quarter with respect to which the Borrower notifies the Administrative Agent in writing that (1) Parent intends to switch the rules and regulations of currency in which its financial statements are reported, VNU HF shall not be required to make available such information to the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Administrative Agent and the Parent Lenders until 90 days after the end of such quarter. (or b) If any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on VNU HF is a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly Guarantor of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate Loans, the Covenant Parties may satisfy their obligations under this Section 6.01 with respect to financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and relating to the Restricted Subsidiaries Covenant Parties by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Covenant Parties and the Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Issuer shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they it would have been required to file such information with the SEC, if they it were subject to Sections 13 or 15(d) of the Exchange Act. The filing requirements set forth above for the applicable period may be satisfied by the Issuer (i) by the posting of such reports or the information required to be set forth therein on the Issuer’s public website (which may include a press release of the Issuer), (ii) by the filing with the SEC of a shelf registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act or (iii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, by including in the registration statement referred to in the definition of “IPO” quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Form 10-K or 10-Q; provided that, except as set forth in the immediately preceding clause with respect to scope of disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuer’s reporting obligations, or the time periods required therefor, set forth above. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or if such rules and regulations do not apply, would permit if such rules and regulations did apply) the Issuer or any other direct or indirect parent company of Finance LLC), the Issuer to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to basis, the Issuer may satisfy its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate obligations under this covenant by furnishing financial information and a Management’s Discussion reports relating to such parent, provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and Analysis any of Financial Condition its subsidiaries other than the Issuer and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Guarantors and the other material business Subsidiaries of the Issuer on a stand-alone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that provide the Trustee shall have no responsibility whatsoever to determine whether and Holders with copies thereof by posting such filing or any other filing described below has occurred) from and after the Issue Dateinformation on its primary website), (1) within as soon as available and in any event on or before the time period then in effect under date on which such reports would be required to be filed with the rules and regulations of SEC (if the Exchange Act with respect to the filing of a Form 10-K by Issuer were a non-accelerated filerfiler subject to Section 13 or 15(d) of the Exchange Act), annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), (2) within as soon as available and in any event on or before the time period then in effect under date on which such reports would be required to be filed with the rules and regulations of SEC (if the Exchange Act with respect to the filing of a Form 10-Q by Issuer were a non-accelerated filer, for each filer subject to Section 13 or 15(d) of the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reported (and in any event within the time period specified for filing current reports on Form 8-KK by the SEC), reports on Form 8-K (or any successor or comparable form; ), and (4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that . Notwithstanding the Issuers shall not foregoing, the Issuer will be so obligated deemed to file have furnished such reports referred to above to the Trustee and the Holders if the Issuer (or a direct or indirect parent of the Issuer if it otherwise meets the requirements set forth in Section 4.03(b)), has filed such reports with the SEC if via the ▇▇▇▇▇ filing system and such reports are publicly available. (b) If at any time any direct or indirect parent of the Issuer (x) is or becomes a guarantor of the Notes (there being no obligation of any parent to do so), (y) holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Issuer or of any direct or indirect parent corporation of the Issuer (and performs the related incidental activities associated with such ownership) and (z) complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC does not permit such filing(or any successor provision), in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been reports, information and other documents required to file be filed and furnished to Holders of the Notes pursuant to this Section 4.03 may, at the option of the Issuer, be filed or furnished by and be those of such direct and indirect parent of the Issuer rather than the Issuer. (c) The Issuer will make such information with available to prospective investors upon request. In addition, the SECIssuer has agreed that, if they were for so long as any Notes remain outstanding during any period when it is not subject to Sections Section 13 or 15(d) of the Exchange Act. In , it will furnish to the event that (1) the rules and regulations Holders of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.03 shall include a reasonably detailed unaudited discussion (as determined in good faith by senior management of the Issuer) of the financial condition and results of operations of the Issuer and the Restricted Subsidiaries of the Issuer separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (e) Notwithstanding anything herein to the contrary, the Issuer will not be deemed to have failed to comply with any of its agreements under this Section 4.03 for purposes of Section 1.01(a)(4) until 120 days after the date any report hereunder is required to be filed with the SEC (or otherwise made available to Holders or the Trustee) pursuant to this Section 4.03. (f) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date), (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form; in each case), in a manner that complies in all material respects and (iv) any other information, documents and other reports which the Issuer would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Issuer will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions consistent with the presentation of financial information in the Offering Memorandum. Notwithstanding the foregoing, the Issuer shall not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Issuer and the Parent (or any other direct or indirect parent company of Finance LLC), the Issuer to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Issuer, or (ii) such any direct or indirect parent entity of Finance LLC provides separate the Issuer is or becomes a Guarantor of the Notes, consolidating reporting at the parent entity’s level in a manner consistent with that described in this Section 4.02 and furnishing financial information relating to such direct or indirect parent for the Issuer will satisfy this Section 4.02; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Issuer and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Pledgors and the other material business Subsidiaries of the Issuer on a standalone basis, on the other hand, then the . (c) The Issuer will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer has agreed that, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports, information and documents reports referred to above to the Trustee is for informational purposes only and the Trustee’s receipt holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offers contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such shall not constitute constructive notice Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the Trustee and the holders on the Issuer’s website (or that of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificatesits parent companies).

Reports and Other Information. Notwithstanding that (a) If at any time the Issuers may not be Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuers Issuer shall file with the SEC Commission (unless the Commission will not accept such a filing), and make available (without exhibits)provide the Trustee with copies thereof, without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information (or attempts to file) them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue DateCommission, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a an annual report on Form 10-K by a non-accelerated filer, annual reports on Form 10-K, (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form); (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports quarterly report on Form 10-Q containing (or any successor or comparable form); and (iii) all quarterly information current reports that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within filed with the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports Commission on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with K. (b) If the requirements specified in such form; provided that the Issuers shall Issuer is not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections the reporting requirements of Section 13 or 15(d) of the Exchange Act. In , the event that (1) Issuer shall file with the Trustee, within 45 days after the required filing deadline in accordance with the rules and regulations of prescribed from time to time by the SEC Commission (including Rule 3-10 of Regulation S-X) permit applied as if the Issuers and Issuer were subject to the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either foregoing reporting requirements): (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly financial information of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information Issuer as would be required to be contained in an annual report on Form 10-K and a quarterly report on Form 10-Q, as applicable, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and Operations,” (ii) with respect to the Restricted Subsidiaries annual financial information referred to above only, a report on the one handannual financial statements of the Issuer by the Issuer’s independent public accountants, and for any other material business and (iii) such current reports on Form 8-K as would be required pursuant to Section 15(d) of the other hand, then Exchange Act in respect of a security subject to the information and reports required by this covenant may be those periodic reporting requirements of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for section. (c) For so long as any the Notes are outstanding“restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, the Issuers shall Issuer will, at any time when the Issuer is not subject to Section 13 of 15(d) of the Exchange Act, promptly furnish or cause to Holders and be furnished to any Holder or beneficial owner of those restricted securities analysts and or to any prospective investorspurchaser of those restricted securities designated by the Holder or beneficial owner, in each case, upon their requestthe request of the Holder, beneficial owner or prospective purchaser the information required to be delivered pursuant to under Rule 144A(d)(4) under the Securities Act. Delivery of . (d) Notwithstanding the foregoing, the Issuer shall be deemed to have furnished such reports, information reports referred to in Section 4.02(a) and documents (b) above to the Trustee if it has filed such reports with the Commission via the ▇▇▇▇▇ filing system or any successor system. The subsequent filing with the Trustee and, if applicable, the Commission of any report required by this Section 4.02 shall be deemed to automatically cure any Default of event of Default resulting from the failure to file such report within the time period required. (e) If at any time any direct or indirect parent of the Issuer is for informational purposes only a Guarantor of the Notes and has filed with the Trustee’s receipt Trustee and, if applicable, the Commission the reports required to be filed and furnished to Holders pursuant to this Section 4.02 with respect to such parent (including any financial information required by Regulation S-X promulgated by the Commission by virtue of such Guarantee), the Issuer shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ be deemed to be in compliance with any the provisions of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)this Section 4.02.

Reports and Other Information. Notwithstanding that (a) After the Issuers may Effective Date, whether or not be the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuers shall Issuer will furnish to the Holders or cause the Trustee to furnish to the Holders or post on its website or file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s for public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,availability: (1) within 90 days after the time end of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K by a non-accelerated filer), an annual report as would be required to be filed with the SEC on Form 10-K if the Issuer were required to file such reports; (2) beginning with the fiscal quarter ending June 30, 2021, within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-K Q by a non-accelerated filer), annual reports a quarterly report as would be required to be filed with the SEC on Form 10-K, or any successor or comparable form, containing Q if the information Issuer were required to be contained therein, or required in file such successor or comparable form;reports; and (23) within as soon as practicable (and in any event no later than five days after the time period then in effect under the rules and regulations of promulgated under the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Current Report on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, ) after the occurrence of an event required to be therein reported, such other reports a current report as would be required to be filed with the SEC on Form 8-KK if the Issuer were required to file such reports; provided, or however, that, if the last day of any successor or comparable form; in each casesuch period is not a Business Day, in a manner that complies such report will be due on the next succeeding Business Day. All such reports will be prepared in all material respects in accordance with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) all of the Exchange Act. In the event that (1) the rules and regulations of the SEC applicable to such reports. For the avoidance of doubt, such reports (including Rule x) will not be required to include separate financial information that would be required by Rules 3-10 and 3-16 of Regulation S-XX and (y) permit will not be subject to the Issuers and Trust Indenture Act. After the Parent (Effective Date, the Issuer or any other direct or indirect parent company of Finance LLCthe Issuer will maintain a public or non-public website on which Holders, prospective investors and securities analysts are given access to the annual and quarterly financial information described above (and if applicable, the quarterly information described in Section 4.03(b), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC ). If the website containing the financial reports is not engaged in available to the public, the Issuer or any business in any material respect other than incidental to its ownership, directly direct or indirectly indirect parent company of the Capital Stock of Finance LLC Issuer will direct Holders, prospective investors and securities analysts on its publicly available website to contact the Issuer to obtain access to the non-public website. (b) Notwithstanding the foregoing, if the Effective Date has not occurred on or prior to the date 45 days after June 30, 2021, the Escrow Issuer will furnish or cause to be furnished to the Holders or cause the Trustee to furnish to the Holders or post on its (iior the Company’s or Merck’s) such parent entity of Finance LLC provides separate website or file or cause to be filed with the SEC for public availability interim financial information statements and a Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) with respect to the three and six-months ending June 30, 2021, in each case substantially comparable to the audited combined financial statements and MD&A included in the Offering Memorandum (provided that such interim financial statements shall not be required to be audited; provided further, that if such interim financial statements and MD&A are included in the Company’s Form 10 Registration Statement filed with the SEC for Finance LLC public availability on or prior to such date, the requirements of this Section 4.03(b) shall be deemed to be satisfied). (c) If any direct or indirect parent company of the Issuer files reports with the SEC in accordance with Section 13 of 15(d) of the Exchange Act, whether voluntarily or otherwise, in compliance with the filing periods specified in Section 4.03(a) hereof, then the Issuer shall be deemed to comply with this Section 4.03. For the avoidance of doubt, such reports need not include separate financial information required by Rules 3-10 and 3-16 of Regulation S-X; provided that, if such direct or indirect parent company of the Restricted Subsidiaries Issuer has more than de minimis operations separate and apart from its ownership in the Issuer, then the financial statements of the direct or indirect parent company will be required to provide consolidating information, which need not be audited, that explains in reasonable detail the differences between the information relating to such parent company and its Subsidiaries, on the one hand, and for any other material business the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to . (d) To the extent not satisfied by the foregoing, the Issuer will, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to Holders, securities analysts and prospective investorsinvestors in the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding anything herein to the contrary, the Issuer will not be deemed to have failed to comply with any of its obligations under this Section 4.03 for purposes of clause (3) under Section 6.01 hereof until 120 days after the date any report is due under this Section 4.03, and failure to comply with this Section 4.03 shall be automatically cured when the Issuer or its direct or indirect parent company provides all required reports to the Holders (including to the Trustee for delivery to the Holders) or files all required reports with the SEC. The Trustee shall have no responsibility to determine whether any report has been filed by the Issuer or posted on the Issuer’s website. Delivery of such reports, information information, and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that the Issuers may (a) Whether or not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated required by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect SEC, so long as any Loans are outstanding, the Parent or the Company will furnish to the filing of a Administrative Agent and each Lender, within the time period specified in the SEC’s rules and regulations: (i) all quarterly reports on Form 10-K by a non-accelerated filer, Q and annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information K that would be required to be contained in Form 10-Q, filed with the SEC on such forms if the Parent or any successor or comparable form; andthe Company were required to file such reports under the Exchange Act; (3ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other all current reports on Form 8-K, or any successor or comparable form; in each case, in a manner K that complies in all material respects would be required to be filed with the requirements specified in SEC on such form; provided that form if the Issuers shall not be so obligated Parent or the Company were required to file such reports with under the SEC if the SEC does not permit such filing, Exchange Act; and (iii) in which event the Issuers shall post such reports on a footnote to the Parent’s financial statements included in quarterly or an Issuer’s public website within 15 days after annual reports to be filed or furnished pursuant to clauses (i) and (ii) of this paragraph, the time they would have been financial information required to file such information comply with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-XX under the Securities Act. (b) permit All such reports will be prepared in all material respects in accordance with all of the Issuers rules and regulations applicable to such reports. Each annual report on Form 10-K will include a report on the Company’s consolidated financial statements by the Parent’s certified independent accountants. In addition, the Parent will post the reports on its website within the time periods specified in the rules and regulations applicable to such reports and the Parent will file a copy of each of the reports referred to in clauses (a)(i) and (ii) above with the SEC for public availability within those time periods (unless the SEC will not accept such a filing). The Parent and the Company will be deemed to have delivered such reports referred to above to the Administrative Agent and the Lenders if the Parent has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any other direct successor system) and such reports are publicly available. (c) If at any time the Parent or indirect parent company of Finance LLC), the Company is no longer subject to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly the periodic reporting requirements of the Capital Stock Exchange Act for any reason, the Parent or the Company will nevertheless continue filing the reports specified in the preceding paragraphs of Finance LLC this covenant with the SEC within the time periods specified by the SEC for registrants that are non-accelerated filers unless the SEC will not accept such a filing. Neither the Parent nor the Company will take any action for the purpose of causing the SEC not to accept any such filings. If, notwithstanding the foregoing, the SEC will not accept the Parent’s or the Company’s filings for any reason, the Parent or the Company will post the reports referred to in the preceding paragraphs on its website within the time periods that would apply to non-accelerated filers if the Parent or the Company were required to file those reports with the SEC. (iid) such parent entity The Parent agrees that, for so long as any Loan Obligations remain outstanding under this Agreement, it will use commercially reasonable efforts to hold and participate in quarterly conference calls with the Administrative Agent and the Lenders relating to the financial condition and results of Finance LLC provides separate operations of the Parent, the Company and the Restricted Subsidiaries. (e) The quarterly and annual reports and financial information and required by the preceding paragraphs will include a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC (the “MD&A”) of the Parent, which shall include a discussion and analysis of the Company and the Restricted Subsidiaries. If the Board of Directors of the Parent has designated any of the Restricted Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by the preceding paragraphs will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and also in the MD&A of the financial condition and results of operations of the Company and the Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the Issuers. Unrestricted Subsidiaries. (f) In addition, to the extent not satisfied by Borrowers and the foregoingGuarantors agree that, for so long as any Notes are Loan Obligations remain outstanding, if at any time they are not required to file with the Issuers shall SEC the reports required by the preceding paragraphs, they will furnish to Holders the Administrative Agent and to securities analysts and prospective investors, upon their request, the Lenders the information that would be required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to Act if the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Loans were securities.

Reports and Other Information. (a) Notwithstanding that the Issuers Borrower may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Borrower shall file with the SEC (and make available to the Administrative Agent and the Lenders (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Lender, within 15 days after it the Borrower files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Closing Date, (1i) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (iv) any other information, documents and other reports which the Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Borrower shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Borrower shall post make available such reports on information to the Parent’s or an Issuer’s public website Administrative Agent and the Lenders, in each case within 15 days after the time they the Borrower would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In . (b) Notwithstanding the event that foregoing, the requirements of Section 9.1(a), shall be deemed satisfied (1) by the rules and regulations of filing with the SEC (including Rule 3-10 of a registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X, subject to exceptions consistent with the presentation of financial information in an offering memorandum relating to securities sold in reliance on Rule 144A of the Securities Act, to the extent filed within the times specified in Section 9.1(a), or (2) permit by posting reports that would be required to be filed substantially in the Issuers and form required by the Parent SEC on the Borrower’s website (or that of any other of its parent companies) or providing such reports to the Administrative Agent within 15 days after the time the Borrower would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act or the financial information that would be required to be included in such reports. Additionally, in the event that any direct or indirect parent company of Finance LLC), to report at such parent entity’s level on the Borrower becomes a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly Guarantor of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate Loans, the Borrower may satisfy its obligations under this Section 9.1 with respect to financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and relating to the Restricted Subsidiaries Borrower by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Borrower and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers CERP LLC shall file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date), (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) any other information, in a manner that complies in all material respects documents and other reports which the Issuers would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that (i) at any time prior to the filing of an Exchange Offer Registration Statement or a Shelf Registration Statement by CERP LLC, the Issuers shall not be required to provide financial statements or other financial information regarding any individual Issuer and may instead provide financial statements and other financial information on a combined basis consistent with the presentation in the Offering Memorandum and (ii) CERP LLC shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event CERP LLC will make available such information to prospective purchasers of Notes in addition to providing such information to the Issuers shall post such reports on Trustee and the Parent’s or an Issuer’s public website holders, in each case within 15 20 days after the time they CERP LLC would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions consistent with the presentation of financial information in the Offering Memorandum. Notwithstanding the foregoing, CERP LLC shall not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers CERP LLC and the Parent (or any other direct or indirect parent company of Finance LLC), CERP LLC to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or CERP LLC, or (ii) such any direct or indirect parent entity of Finance CERP LLC provides separate is or becomes a Guarantor of the Notes, consolidating reporting at the parent entity’s level in a manner consistent with that described in this Section 4.02 and furnishing financial information relating to such direct or indirect parent for CERP LLC will satisfy this Section 4.02; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion and Analysis any of Financial Condition and Results of Operations for Finance its Subsidiaries other than CERP LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to CERP LLC and its Subsidiaries on a standalone basis, on the other hand, then the . (c) CERP LLC will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingCERP LLC has agreed that, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of Notwithstanding the foregoing, CERP LLC will be deemed to have furnished such reports, information and documents reports referred to above to the Trustee is for informational purposes only and the Trustee’s receipt holders if CERP LLC has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such shall not constitute constructive notice Registration Rights Agreement, and any amendments thereto, and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the Trustee and the holders on CERP LLC’s website (or that of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificatesits parent companies).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibitsunless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1i) within 90 days after the time end of each fiscal year (or such longer period as may be permitted by the SEC if the Issuer were then in effect subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under the applicable rules and regulations of the Exchange Act with respect to SEC, may be the filing annual report of a Holdings or another Parent of the Issuer) on Form 10-K by a nonor 20-accelerated filer, annual reports on Form 10-K, F (or any successor or comparable form, forms) containing the information required to be contained therein, therein (or required in such successor or comparable form;) and (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearyear (or such longer period as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, reports voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC, may be the quarterly report of Holdings or another Parent of the Issuer) on Form 10-Q containing all quarterly information that would be required to be contained in Form 10or 6-Q, K (or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLCforms), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and including a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then or substantially similar section (whether or not required by such form). (b) The Issuer shall make the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the IssuersSection 4.02(a) available to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports. (c) Notwithstanding the foregoing Sections 4.02(a) and (b), information the Issuer will be deemed to have furnished the reports required by Sections 4.02(a) and documents (b) to the Trustee is for informational purposes only and the Trustee’s receipt Holders if it or Holdings or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. (d) In the event that any Parent of the Issuer is or becomes a Guarantor or co-obligor of the Notes, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to such Parent; provided that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such Parent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors, if any, and the other Subsidiaries of the Issuer on a stand-alone basis, on the other hand. (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including change to the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Trustee.

Reports and Other Information. Notwithstanding that (a) For so long as the Issuers may not be Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuers shall Company will file with the SEC (and make available (without exhibits), without cost, to (i) Holders of or to the Notes, upon their request, and (ii) the TrusteeTrustee for provision to Holders, within 15 days after it files the time periods specified in such reports and information with the SECSections, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an IssuerCompany’s public website, ; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, taking into account any extension of time, deemed filing date or safe harbor contemplated or provided by Rule 12b-25, Rule 13a-11(c) and Rule 15d-11(c) under the Exchange Act or successor provisions and in a manner that complies in all material respects with the requirements specified in such form; provided that . (b) If, at any time, the Issuers shall Company is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act for any reason, the Company will nevertheless post the information required to be so obligated set forth in the reports specified above (other than (a) separate financial statements or condensed consolidating financial information required by Rule 3-10 or 3-16 of Regulation S-X, (b) information required by Item 10(e) of Regulation S-K or Regulation G under the Securities Act (in each case with respect to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports any non-GAAP financial measures contained therein) and (c) information required by Item 402 or 601 of Regulation S-K) on the Parent’s or an IssuerCompany’s public website within 15 days after and will provide such information to Holders and the time they would have been Trustee (but will not be required to file such information with the SEC), in each case within the time periods that would apply if the Company were required to file such information with the SEC; provided that for any such time prior to the Assumption Date, the foregoing obligations of the Company will be satisfied if Valvoline has filed with the SEC a Registration Statement on Form S-1 containing such required information. (c) For purposes of this Section 4.02, the Company will be deemed to have provided a required report to Holders and the Trustee if it has timely filed such report with the SEC via the ▇▇▇▇▇ filing system (or any successor system). (d) Following the Assumption, notwithstanding the foregoing, if they were any parent of the Company becomes a Guarantor (there being no obligation of such parent to do so), the reports, information and other documents required to be filed and provided as described above may, at the option of the Company, be filed by and be those of the parent, rather than those of the Company; provided that such reports include a reasonable explanation of the material differences (if any) between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Company and its Restricted Subsidiaries, on the other hand. (e) At any time when the Company is not subject to Sections the reporting requirements of Section 13 or 15(d) of the Exchange Act. In the event that (1) the rules Act and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoingthis section 4.02, for so long as any Notes are outstandingOutstanding, the Issuers shall Company will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery For the avoidance of doubt, this Section 4.02 will not require the Company or the Restricted Subsidiaries to provide or file any information pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and the related rules and regulations of the SEC that would not otherwise be applicable to them. (f) To the extent that any reports or other information is not furnished within the time periods specified in this Section 4.02 and such reports or other information is subsequently furnished prior to the time such failure results in an Event of Default, the Company will be deemed to have satisfied its obligations with respect thereto and any Default with respect thereto shall be deemed to have been cured. (g) At any time that any of the Company’s Subsidiaries are Unrestricted Subsidiaries, if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the quarterly and annual financial information required pursuant to this Section 4.02 will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, or in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section, of the financial condition and results of operations of the Company and Restricted Subsidiaries separate from the financial condition and results of operations of such reportsUnrestricted Subsidiaries. (h) For the avoidance of doubt, information and documents prior to the Trustee is for informational purposes 100% Spin-off Transaction or the Proposed IPO, any report delivered pursuant to the requirements of this Section 4.02 shall include only and the Trustee’s receipt financial results of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Valvoline Business.

Reports and Other Information. (a) Notwithstanding that the Issuers Holdings may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Holdings will file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form); in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which Holdings would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event Holdings will make available such information to prospective purchasers of Notes in addition to providing such information to the Issuers shall post such reports on Trustee and the Parent’s or an Issuer’s public website holders, in each case within 15 days after the time they Holdings would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Memorandum (including with respect to any periodic reports provided prior to effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, the omission of financial information required by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision)). In addition to providing such information to the Trustee, Holdings shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) or (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website. If Holdings has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of Holdings, then the annual and quarterly information required to be provided by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of Holdings and its Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) Notwithstanding the foregoing, Holdings will not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, as applicable. (c) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Holdings and the Parent (or any other direct or indirect parent company of Finance LLC), Holdings to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or Holdings, or (ii) any direct or indirect parent of Holdings is or becomes a guarantor of the Notes, consolidated reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for Holdings will satisfy this Section 4.02, and Holdings is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating Holdings by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than Holdings and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to Holdings, the Subsidiary Guarantors and the other material business Subsidiaries of Holdings on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, Holdings will make such information available to the extent not satisfied by the foregoingprospective investors upon request. (d) In addition, Holdings shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Holdings will also hold quarterly conference calls, beginning with the first full fiscal quarter ending after the Escrow Release Date, for all holders and securities analysts to discuss such financial information no later than five business days after the distribution of such information required by Sections 4.02(a)(i) and (ii) and prior to the date of each such conference call, announcing the time and date of such conference call and either including all information necessary to access the call or informing holder of Notes, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts how they can obtain such information, including, without limitation, the applicable password or other login information. (e) Notwithstanding the foregoing, Holdings will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if Holdings has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the Trustee and the holders on Holdings’ website (or that of any of Holdings’ parent companies). (f) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Company will file with the SEC (and make available (without exhibits)upon written request provide the Trustee and holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Company would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Company will make available such reports on information to prospective purchasers of the Parent’s or an Issuer’s public website Notes in addition to providing such information to the Trustee and the holders, in each case, within 15 days after the time they the Company would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Company or the Guarantors contemplated by Rule 3-10 or Rule 3-16 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. If the Company has designated any Subsidiary as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Company and the Parent (or any other direct or indirect parent company of Finance LLC), the Company to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Company, or (ii) such any direct or indirect parent entity of Finance LLC provides separate the Company is or becomes a guarantor of the Notes, consolidated reporting at the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company will satisfy this Section 4.02, and the Company is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent; provided that in the event such direct or indirect parent is not a guarantor of the Notes, such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Company and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, then the Company will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingCompany shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Company will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Company has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates), and the Trustee shall have no liability or responsibility for the filing, timeliness or content of any such report.

Reports and Other Information. (a) Notwithstanding that the Issuers Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, to the Issuers shall extent permitted by the Exchange Act, Parent will file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, and make available to the extent not Trustee and through its publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, providedthe annual reports and the information, however, that documents and other reports (or copies of such portions of any of the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after foregoing as the Issue Date, (1) within the time period then in effect under the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) U.S. issuers within the time period then periods specified therein or in effect under the rules and regulations of relevant forms. In the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information event that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall Parent is not be so obligated permitted to file such reports reports, documents and information with the SEC pursuant to the Exchange Act, Parent will nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders through its publicly available website as if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they Parent were subject to Sections the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein or in the relevant forms, which requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified by this Section 4.03. For the avoidance of doubt, the information and reports referred to in this Section 4.03(a) shall not be required to contain separate financial information for Guarantors that would be required under Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision). (b) The Trustee shall have no responsibility to determine if and when any of the reports required by (a) above have been filed or posted on any website. Delivery of the reports required by (a) above to the Trustee is for informational purposes only and the Trustee’s receipt of such reports will not constitute constructive notice of any information contained therein or determinable from information contained therein, including Parent’s or any other parties’ compliance with any of its covenants in this Indenture (as to which the Trustee will be entitled to rely exclusively on Officers’ Certificates that are delivered). (c) If any of Parent’s Subsidiaries have been designated as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then Parent shall provide, either (in its discretion) (1) on Parent’s investor relations website or (2) in the annual and quarterly reports required by Section 4.03(a), within the applicable period after each fiscal quarter or fiscal year for the delivery of quarterly or annual financial information under Section 4.03(a), a reasonably detailed presentation, as determined in good faith by senior management of Parent, of the financial condition and results of operations of Parent, the other Guarantors, the Issuer and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) The Issuer and the Guarantors will make available to the Holders and to prospective investors, upon the request of such Holders, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. For purposes of this Section 4.03, the Issuer and the Guarantors will be deemed to have furnished the reports to the Holders as required by this Section 4.03 if Parent has filed such reports with the SEC via the ▇▇▇▇▇ or any successor filing system and such reports are publicly available. (e) In the event that that: (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Parent and the Parent (or any other direct or indirect parent company of Finance LLC), Parent to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock of Finance LLC Parent, or (ii2) any direct or indirect parent of Parent is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described above in this Section 4.03 for Parent will satisfy this Section 4.03, and Parent is permitted to satisfy its obligations in this Section 4.03 with respect to financial information relating to Parent by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than Parent and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to Parent and its Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date), (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form; in each case), in a manner that complies in all material respects and (iv) any other information, documents and other reports which the Issuer would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Issuer will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions consistent with the presentation of financial information in the February Offering Memorandum. Notwithstanding the foregoing, the Issuer shall not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Issuer and the Parent (or any other direct or indirect parent company of Finance LLC), the Issuer to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Issuer, or (ii) such any direct or indirect parent entity of Finance LLC provides separate the Issuer is or becomes a Guarantor of the Notes, consolidating reporting at the parent entity’s level in a manner consistent with that described in this Section 4.02 and furnishing financial information relating to such direct or indirect parent for the Issuer will satisfy this Section 4.02; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Issuer and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Pledgors and the other material business Subsidiaries of the Issuer on a standalone basis, on the other hand, then the . (c) The Issuer will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer has agreed that, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports, information and documents reports referred to above to the Trustee is for informational purposes only and the Trustee’s receipt holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offers contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such shall not constitute constructive notice Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the Trustee and the holders on the Issuer’s website (or that of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificatesits parent companies).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall file with furnish to the SEC (and make available (without exhibits), without cost, to Trustee: (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on time period specified in the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of for non-accelerated filers, annual reports for such fiscal year containing the Exchange Act with respect information that would have been required to the filing of a be contained in an Annual Report on Form 10-K by a non-accelerated filer, annual reports on Form 10-K, (or any successor or comparable form) if the Company had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; (ii) within 15 days after the time period specified in the SEC’s rules and regulations for non-accelerated filers, quarterly reports for such fiscal quarter containing the information that would have been required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Quarterly Report on Form 10-Q (or any successor or comparable form) if the Company had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; and (iii) within 15 days after the time period specified in the SEC’s rules and regulations for filing Current Reports on Form 8-K, current reports containing substantially all quarterly of the information that would be required to be contained filed in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports Current Report on Form 8-KK under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a)-(c) (other than compensation information) and Item 9.01 (only to the extent relating to any of the foregoing) of Form 8-K if the Company had been a reporting company under the Exchange Act; provided, however, that (a) no such current reports (or Items thereof or all or a portion of the financial statements that would have otherwise been required thereby) will be required to be provided (or included) if the Company determines in its good faith judgment that such event (or information) is not material to holders or the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole, or if the Company determines in its good faith judgment that such disclosure would otherwise cause competitive harm to the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole (in which event such nondisclosure shall be limited only to specific provisions that would cause material harm and not the occurrence of the event itself) and (b) and in no event will any successor or comparable formfinancial statements of an acquired business be required to be included in any such current report; in each case, in a manner that complies in all material respects subject to exceptions and exclusions consistent with the requirements specified presentation of financial and other information in the Offering Memorandum (including with respect to the omission of financial statements or financial information required by Rules 3-09, 3-10 or 3-16 under Regulation S-X promulgated by the SEC (or any successor provision)), Compensation Discussion and Analysis otherwise required by Regulation S-K Item 402(b), and information otherwise required by Section 302 or 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002. In addition to providing such form; information to the Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided that pursuant to clauses (i), (ii) and (iii) of this Section 4.02(a) by posting such information to its website or on IntraLinks or any comparable online data system or website. Notwithstanding the Issuers foregoing, the Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K. (b) [Reserved]. (c) The Company will make such information with available to prospective investors upon request. In addition, the SECCompany has agreed that, if they were for so long as any Notes remain outstanding during any period when it is not subject to Sections Section 13 or 15(d) of the Exchange Act. In , or otherwise permitted to furnish the event that (1SEC with certain information pursuant to Rule 12g3-2(b) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit Exchange Act, it will furnish to the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly holders of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing provisions of this Section 4.02, the Company will be deemed to have furnished such reports referred to above to the Trustee and the holders if the Company has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied by the posting of reports that would be required to be provided to the Trustee and the holders on the Company’s website. Delivery of such reports, information and documents reports to the Trustee is shall be for informational purposes only and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including any Event of Default or the Issuers’ Company’s compliance with any of their the covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)contained in this Indenture.

Reports and Other Information. Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECCommission, the Issuers shall file with Issuer will furnish to the SEC (Holders and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,: (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly and annual financial information that would be required to be contained in Form a filing with the Commission on Forms 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules Q and regulations of the Exchange Act with respect to the filing of a Form 810-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC K if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been Issuer was required to file such information with the SECForms, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a "Management’s 's Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations" that describes the financial condition and results of operations of the Issuer and its consolidated Subsidiaries (showing in reasonable detail, either on the face of the financial statements or in the footnotes thereto and in Management's Discussion and Analysis of Financial Condition and Results of Operations, the financial condition and results of operations of the Issuer and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersUnrestricted Subsidiaries of the Issuer, if any) and, with respect to the annual information only, a report thereon by the Issuer's certified independent accounts, in each case within the time periods in which such report would be required to be filed as specified in the Commission's rules and regulations; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Issuer was required to file such reports, in each case within the time periods in which such report would be required to be filed as specified in the Commission's rules and regulations. In addition, to following the extent not satisfied consummation of the Registered Exchange Offer contemplated by the foregoingRegistration Rights Agreement, whether or not required by the rules and regulations of the Commission, the Issuer will file a copy of all such information and reports with the Commission for public availability within the time periods specified in the Commission's rules and regulations (unless the Commission will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. In addition, the Issuer has agreed that, for so long as any Notes are remain outstanding, the Issuers shall it will furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that (a) If, at any time, the Issuers may not be Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuers Issuer shall file with the SEC SEC, subject to the following sentence, and provide the Trustee (and make to the extent not publicly available on the SEC’s ▇▇▇▇▇ system (without exhibits), without cost, to or any successor system) or the Issuer’s website) (i) Holders of the Notesand, upon their written request, and (ii) the Trustee, within 15 days after it files such reports and information with the SECHolders, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system (or any successor system) or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether ) such filing or any annual and other filing described below has occurredreports as are specified in Sections 13 and 15(d) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with respect any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports its website or on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, IntraLinks or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8password-Kprotected online data system, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were a non-accelerated filer subject to Sections Section 13 or 15(d) of the Exchange Act. In Notwithstanding the event that foregoing, (1) none of the rules foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and regulations 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (including with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-XX promulgated by the SEC, (D) permit the Issuers shall be required to present compensation or beneficial ownership information and the Parent (or any other direct or indirect parent company E) shall be required to contain information required by Item 601 of Finance LLC), to report at such parent entity’s level on a consolidated basis Regulation S-K and (2) either (i) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to and its ownershipconsolidated Subsidiaries, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business the Issuer and its Restricted Subsidiaries on the other hand. (b) Notwithstanding anything in this Indenture to the contrary, then the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 120 days after the date any report under this Section 4.03 is due. To the extent any such information is not so filed or provided, as applicable, within the time periods specified in Section 4.03(a) and reports required by this covenant may such information is subsequently filed or provided, as applicable, the Issuer shall be those deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default with respect thereto shall be deemed to have been cured at such parent company on a consolidated basis, rather than those time; provided that such cure shall not otherwise affect the rights of the Issuers. In addition, Holders under Article VI if Holders of at least 25% in principal amount of the then total outstanding Notes have declared the principal of accrued but unpaid and interest on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. (c) At any time when the Issuer is not subject to the extent not satisfied by reporting requirements of Section 13 or 15(d) of the foregoingExchange Act, the Issuer shall, for so long as any Notes remain outstanding and are outstanding“restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, the Issuers shall furnish to the Holders and to securities analysts and prospective investors, upon their written request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Delivery of such reports, information and documents to the Trustee under this Indenture is for informational purposes only and the information and the Trustee’s receipt of such the foregoing shall not constitute constructive notice of any information contained therein therein, or determinable from information contained therein, therein including the Issuers’ Issuer’s compliance with any of their the covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificatesCertificate). The Trustee shall have no responsibility whatsoever to determine whether any filing or posting referred to in this Section 4.03 has occurred.

Reports and Other Information. Notwithstanding that (a) For so long as any Securities are outstanding, the Issuers may not be subject Company shall deliver to the reporting requirements Trustee a copy of Section 13 or 15(d) all of the Exchange Act or otherwise report on an annual information and quarterly basis on forms provided for such annual and quarterly reporting pursuant reports referred to below (within the time periods specified in the SEC’s rules and regulations promulgated by that would apply if the SEC, the Issuers shall Company were required to file with the SEC as a “non-accelerated filer”; provided that if the Reporting Entity (as defined below) is filing such information and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to within the extent not publicly available on time periods specified in the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether SEC rules and regulations for such filing or any other filing described below has occurred) from and after the Issue Date,Reporting Entity): (1) within the time period then in effect under the rules and regulations annual reports of the Exchange Act with respect Reporting Entity (as defined below) for such fiscal year containing the information that would have been required to the filing of a be contained in an annual report on Form 10-K by a non-accelerated filer, annual reports on Form 10-K, (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, containing except to the information required extent permitted to be contained therein, or required in such successor or comparable formexcluded by the SEC; (2) within the time period then in effect under the rules and regulations quarterly reports of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, Reporting Entity for each of the first three fiscal quarters of each fiscal year, reports year thereafter containing the information that would have been required to be contained in a quarterly report on Form 10-Q (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; and (3) current reports of the Reporting Entity containing substantially all quarterly of the information that would be required to be contained filed in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports current report on Form 8-KK under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a), (b) and (c) and Item 9.01(a) and (b) (only to the extent relating to any of the foregoing) of Form 8-K if the Reporting Entity had been a reporting company under the Exchange Act. In addition to providing such information to the Trustee, the Company shall make available to the Holders, prospective investors, bona fide market makers and securities analysts the information required to be provided pursuant to the foregoing clauses (1), (2) and (3), by posting such information to its website (or the website of any of the Company’s parent companies, including the Reporting Entity) or on IntraLinks or any successor comparable online data system or comparable form; in each casewebsite. Notwithstanding the foregoing, in a manner (A) neither the Company nor any Reporting Entity that complies in all material respects with the requirements specified in such form; provided that the Issuers shall is not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections Section 13 or 15(d) of the Exchange Act. In the event Act will be required to deliver any information, certificates or reports that would otherwise be required by (1i) the rules and regulations Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K or (ii) Item 10(e) of Regulation S-K promulgated by the SEC with respect to any non-generally accepted accounting principles financial measures contained therein and (including B) such reports will not be required to contain audited or unaudited condensed consolidating financial information in the notes to the audited or unaudited financial statements required by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X) permit the Issuers and the Parent X or include any exhibits or certifications required by Form 10-K, Form 10-Q or Form 8-K (or any other direct successor or indirect parent company comparable forms) or related rules under Regulation S-K; provided that for the avoidance of Finance LLC)doubt if the Reporting Entity is not the Company, such Reporting Entity will continue to report at such parent entity’s level on a consolidated basis and be required to deliver the information described in clause (2) of Section 4.12(b) in either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations” section or other such non-financial statement section of such report or as otherwise permitted pursuant to clause (b) below. (b) The financial statements, information and other documents required to be provided as described in this Section 4.12 may be those of (i) the Restricted Subsidiaries Company or (ii) any direct or indirect parent of the Company (any such entity described in clause (i) or (ii), a “Reporting Entity”), so long as in the case of clause (ii) either (1) such direct or indirect parent of the Company shall not conduct, transact or otherwise engage, or commit to conduct, transact or otherwise engage, in any business or operations other than its direct or indirect ownership of all of its equity interests in, and its management of, the Company or (2) if otherwise, the financial information so delivered shall be accompanied by (which may be included in a separate supplement that is not filed with the SEC so long as such supplement is made publicly available on the Company or the REIT’s website) a reasonably detailed description of the quantitative differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand, then with such reasonably detailed description including: (x) condensed consolidating financial information for the information REIT, on an unconsolidated basis, the Operating Partnership, on an unconsolidated basis, the New Bank Claim Borrower and reports required by this covenant may be those of such parent company its Subsidiaries on a consolidated basis, rather than those the Company and its Subsidiaries on a consolidated basis, intercompany eliminations and consolidation entries and the REIT and its subsidiaries on a consolidated basis, (y) the portfolio level financial information by property category (including by malls, other and total) as contained on slide 31 of Exhibit 99.2 (Presentation to the Issuers. In additionAd Hoc Group dated July 2020) to the Current Report on Form 8-K filed by the REIT and the Operating Partnership with the SEC on August 19, 2020 and (z) the occupancy rate and sales per square foot operating statistics by the same property categories used in the preceding clause (y); provided, that in case of clause (x), no such information shall be required to be provided for any periods ending prior to the Issue Date and in the case of clauses (y) and (z), such information shall be provided initially for the years ended January 1, 2019, 2020 and 2021 (in each case, to the extent not satisfied by available) and thereafter for the foregoingsame interim financial statement periods and annual financial statement periods included in the applicable quarterly or annual report required to be provided pursuant to Section 4.12(a). (c) The Company will make such information available electronically to prospective investors upon request. The Company shall, for so long as any Notes are outstandingSecurities remain outstanding during any period when it is not or any Reporting Entity is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding the foregoing, the Company will be deemed to have delivered such reports and information referred to in this Section 4.12 to the Holders, prospective investors, market makers, securities analysts and the Trustee for all purposes of this Indenture if the Company or another Reporting Entity has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available. In addition, the requirements of this Section 4.12 shall be deemed satisfied and the Company will be deemed to have delivered such reports and information referred to in this Section 4.12 to the Trustee, Holders, prospective investors, market makers and securities analysts for all purposes of this Indenture by the posting of reports and information that would be required to be provided on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity). Notwithstanding the foregoing, the Trustee shall have no obligation to monitor or confirm, on a continuing basis or otherwise, whether the Company posts such reports, information and documents on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity) or the SEC’s ▇▇▇▇▇ service, or collect any such information from the Company’s (or any of the Company’s parent companies’) website or the SEC’s ▇▇▇▇▇ service. The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report delivered or filed under or in connection with this Indenture or the transactions contemplated thereunder. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.12 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuersCompany’s, any Subsidiary Guarantors’ or any other Person’s compliance with any of their its covenants hereunder under this Indenture or the Securities (as to which the Trustee is entitled to rely exclusively on the Officer’s Certificates). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein.

Reports and Other Information. Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and SEC, or make available (without exhibits), without cost, to either (i) Holders of the Notes, upon their request, and publicly on its website or (ii) the Trusteeby posting to a secure password protected private website providing access to holders of Notes, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the Issuers case of the foregoing clauses (1) and (2), such information will only be required to be provided to the extent similar information is included or incorporated by reference in the Offering Memorandum. The Trustee shall not have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred. The filing requirements set forth above for the applicable period may also be so obligated to file such reports satisfied by the Issuer (i) by the filing with the SEC if the SEC does not permit such filingof a shelf registration statement, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file and any amendments thereto, with such information with the SEC, if they were subject to Sections 13 or 15(d) that satisfies Regulation S-X of the Exchange Act. In the event that Securities Act or (ii) with respect to its reporting obligations pursuant to clauses (1) the rules and regulations of (2) above, by including in a registration statement filed with the SEC (including Rule 3quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Form 10-10 K or 10-Q; provided that, except as set forth in the immediately preceding clause with respect to scope of Regulation S-X) permit disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuers and Issuer’s reporting obligations, or the Parent (or time periods required therefor, set forth above. The Issuer will be deemed to have satisfied the requirements of this Section 4.03 if any other direct or indirect parent company of Finance LLC)the Issuer (including Parent) files reports, to report at such parent entity’s level documents and information of the types otherwise so required on a consolidated basis basis, provided that, the same is accompanied by financial information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and (2) either (i) such parent entity any of Finance LLC is not engaged in any business in any material respect its subsidiaries other than incidental to the Issuer and its ownershipSubsidiaries, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any the information relating to the Issuer, the Guarantors and the other material business Subsidiaries of the Issuer on a stand-alone basis, on the other hand, then the unless such differences are not material, in which case no such consolidating information and reports required by this covenant may will be those of such parent company on a consolidated basis, rather than those of the Issuersrequired. In addition, to the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents Notwithstanding anything herein to the Trustee is for informational purposes only and contrary, any failure to comply with this Section 4.03 shall be automatically cured when the Trustee’s receipt Issuer or any direct or indirect parent of such shall not constitute constructive notice the Issuer, as the case may be, makes available all required reports to the Holders of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Notes.

Reports and Other Information. Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not or make publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public its website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the Issuers case of the foregoing clauses (1) and (2), such information is included or incorporated by reference in the Offering Memorandum. The Trustee shall not have no responsibility whatsoever to determine whether such filing or any other filing requirement described above has occurred. The filing requirements set forth above for the applicable period may also be so obligated to file such reports satisfied by the Issuer (i) by the filing with the SEC if the SEC does not permit of a shelf registration statement, and any amendments thereto, with such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such financial information with the SEC, if they were subject to Sections 13 or 15(d) that satisfies Regulation S-X of the Exchange Act. In the event that Securities Act or (ii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, by including in a registration statement filed with SEC quarterly or annual updates, as applicable, to the rules applicable disclosures set forth therein and regulations without otherwise satisfying the requirements of Form 10-K or 10-Q; provided that, except as set forth in the SEC (including Rule 3-10 immediately preceding clause with respect to scope of Regulation S-X) permit disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuers and Issuer’s reporting obligations, or the Parent (or time periods required therefor, set forth above. The Issuer will be deemed to have satisfied the requirements of this Section 4.03 if any other direct or indirect parent company of Finance LLC)the Issuer (including the Parent) files reports, to report at such parent entity’s level documents and information of the types otherwise so required on a consolidated basis basis, provided that, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and (2) either (i) such parent entity any of Finance LLC is not engaged in any business in any material respect its subsidiaries other than incidental to the Issuer and its ownershipSubsidiaries, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any the information relating to the Issuer, the Subsidiary Guarantors and the other material business Subsidiaries of the Issuer on a stand-alone basis, on the other hand, then the unless such differences are immaterial, in which case no such consolidating information and reports required by this covenant may will be those of such parent company on a consolidated basis, rather than those of the Issuersrequired. In addition, to the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding anything herein to the contrary, any failure to comply with this Section 4.03 shall be automatically cured when the Issuer or any direct or indirect parent of the Issuer, as the case may be, makes available all required reports to the Holders of the Notes. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, the Issuer shall file with the SEC no later than 15 days after the periods set forth below, (1) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the 45 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for ) after the end of each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Issuer shall post make available such reports on information to prospective purchasers of Notes, in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the Holders of the Notes, in each case within 15 five days after the time they the Issuer would have been required to file such information with the SEC as required pursuant to this Section 4.03(a). To the extent any such information is not furnished within the time periods specified above in this Section 4.03(a) and such information is subsequently furnished (including upon becoming publicly available, by filing such information with the SEC), the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided, that such cure shall not otherwise affect the rights of the Holders under Article 6 hereof if Holders of at least 25.0% in principal amount of the then total outstanding Notes have declared the principal, premium, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules any, interest and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or indirect parent company of Finance LLC), cancelled prior to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuerscure. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers Issuer shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (b) For so long as Holdings or any other direct or indirect parent company of the Issuer is a Guarantor of the Notes, the Issuer may satisfy its obligations in this Section 4.03 with respect to financial information relating to the Issuer by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand. (c) In connection with the filings with the SEC required pursuant to clauses (1) and (2) above, in connection therewith, the Issuer shall provide notice of, and host, a conference call open to the public to discuss the results for the applicable period. (d) Notwithstanding the foregoing, the requirements of this Section 4.03 shall be deemed satisfied prior to the commencement of the exchange offer or the effectiveness of the shelf registration statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement in accordance with the terms of the Registration Rights Agreement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act. (e) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). (f) Reports filed by the Issuer with the SEC via the ▇▇▇▇▇ system will be deemed to be filed with the Trustee as of the time such reports are filed via ▇▇▇▇▇.

Reports and Other Information. Notwithstanding that the Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall (x) file with the SEC and (y) provide the Trustee and make available (without exhibits)Holders with copies thereof, without costcost to each Holder, to the following information: (ia) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 90 days after it files the end of each fiscal year (or such reports and information with shorter period as may be required by the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer), annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), and (2b) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearyear (or such shorter period as may be required by the SEC) commencing with the fiscal quarter ending September 30, 2004, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form); and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-Kprovided, after the occurrence of an event required to be therein reportedhowever, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Company shall post make available such reports on information to prospective purchasers of Notes, in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the Holders, in each case within 15 days after the time they the Issuers would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In So long as: (i) the event that Parent Guarantor is a Guarantor (1there being no obligation of the Parent Guarantor to do so), holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Company (and performs the related incidental activities associated with such ownership), (ii) the Parent Guarantor complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision), and (iii) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Company and the Parent (or any other direct or indirect parent company of Finance LLC), Guarantor to report at such parent entity’s the Parent Guarantor's level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than the reports, information and other documents required to be filed and furnished to Holders of the Notes pursuant to this Section 4.02 may, at the option of the Company, be filed by and be those of the IssuersParent Guarantor rather than the Company. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers The Company shall also furnish to Holders and to Holders, securities analysts and prospective investors, investors upon their request, request the information required to be delivered pursuant to Rule 144 and Rule 144A(d)(4) under the Securities Act (it being acknowledged and agreed that, prior to the first date on which information is required to be provided under this Section 4.02, the information contained in the Offering Memorandum is sufficient for this purpose). Notwithstanding the foregoing, the requirements described in this Section 4.02 shall be deemed satisfied prior to the commencement of the Registered Exchange Offer pursuant to the Registration Rights Agreement or the effectiveness of the Shelf Registration Statement contemplated thereby by the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s 's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ ' compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7 hereof) on Officer’s Officers' Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that provide the Trustee shall have no responsibility whatsoever to determine whether and Holders with copies thereof by posting such filing or any other filing described below has occurred) from and after the Issue Dateinformation on its primary website), (1) within as soon as available and in any event on or before the time period then in effect under date on which such reports would be required to be filed with the rules and regulations of SEC (if the Exchange Act with respect to the filing of a Form 10-K by Issuer were a non-accelerated filerfiler subject to Section 13 or 15(d) of the Exchange Act), annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), (2) within as soon as available and in any event on or before the time period then in effect under date on which such reports would be required to be filed with the rules and regulations of SEC (if the Exchange Act with respect to the filing of a Form 10-Q by Issuer were a non-accelerated filer, for each filer subject to Section 13 or 15(d) of the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reported (and in any event within the time period specified for filing current reports on Form 8-KK by the SEC), reports on Form 8-K (or any successor or comparable form), and (4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided provided, however, that the Issuers financial information required by Rule 3-16 (or any successor thereto) of Regulation S-X shall not be so obligated required. Notwithstanding the foregoing, the Issuer will be deemed to file have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC if via the ▇▇▇▇▇ filing system and such reports are publicly available. (b) If at any time any direct or indirect parent of the Issuer (x) is or becomes a guarantor of the Notes (there being no obligation of any parent to do so), (y) holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Issuer or of any direct or indirect parent corporation of the Issuer (and performs the related incidental activities associated with such ownership) and (z) complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC does not permit such filing(or any successor provision), in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been reports, information and other documents required to file be filed and furnished to Holders of the Notes pursuant to this Section 4.03 may, at the option of the Issuer, be filed or furnished by and be those of such direct and indirect parent of the Issuer rather than the Issuer. (c) The Issuer will make such information with available to prospective investors upon request. In addition, the SECIssuer has agreed that, if they were for so long as any Notes remain outstanding during any period when it is not subject to Sections Section 13 or 15(d) of the Exchange Act. In , it will furnish to the event that (1) the rules and regulations Holders of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery . (d) If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such reportsUnrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.03 shall include a reasonably detailed unaudited discussion (as determined in good faith by senior management of the Issuer) of the financial condition and documents results of operations of the Issuer and the Restricted Subsidiaries of the Issuer separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (e) Notwithstanding anything herein to the Trustee is for informational purposes only and contrary, the Trustee’s receipt of such shall Issuer will not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance be deemed to have failed to comply with any of their covenants its agreements under this Section 4.03 for purposes of Section 6.01(a)(4) until 120 days after the date any report hereunder is required to be filed with the SEC (as or otherwise made available to which Holders or the Trustee is entitled Trustee) pursuant to rely exclusively on Officer’s Certificates)this Section 4.03.

Reports and Other Information. (a) Notwithstanding that the Issuers MHGE Holdings may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall MHGE Holdings will file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form); in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which MHGE Holdings would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers MHGE Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event MHGE Holdings will make available such information to prospective purchasers of Notes in addition to providing such information to the Issuers shall post such reports on Trustee and the Parent’s or an Issuer’s public website holders, in each case within 15 days after the time they MHGE Holdings would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Memorandum (including with respect to any periodic reports provided prior to effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, the omission of financial information required by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision)). In addition to providing such information to the Trustee, MHGE Holdings shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website. If MHGE Holdings has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of MHGE Holdings, then the annual and quarterly information required to be provided by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of MHGE Holdings and its Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) Notwithstanding the foregoing, MHGE Holdings will not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, as applicable. (c) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers MHGE Holdings and the Parent (or any other direct or indirect parent company of Finance LLC), MHGE Holdings to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or MHGE Holdings, or (ii) any direct or indirect parent of MHGE Holdings is or becomes a Guarantor of the Notes, consolidated reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for MHGE Holdings will satisfy this Section 4.02, and MHGE Holdings is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating MHGE Holdings by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than MHGE Holdings and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to MHGE Holdings, the Subsidiary Guarantors and the other material business Subsidiaries of MHGE Holdings on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, MHGE Holdings will make such information available to the extent not satisfied by the foregoingprospective investors upon request. (d) In addition, MHGE Holdings shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding the foregoing, MHGE Holdings will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if MHGE Holdings has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the holders on MHGE Holdings’ website (or that of any of MHGE Holdings’ parent companies). (f) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Company will file (x) with the SEC (and make available (without exhibitsunless the SEC will not accept such a filing), without cost, to (i) Holders of the Notes, upon their request, and (iiy) provide the TrusteeTrustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files such reports and information (or attempts to file) them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,: (1) within the time period then in effect under the rules and regulations of periods specified by the Exchange Act with respect to the filing of a Act, an annual report on Form 10-K by a non-accelerated filer, annual reports on Form 10-K, (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form); (2) within the time period then in effect under the rules and regulations of periods specified by the Exchange Act with respect to the filing of Act, a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports quarterly report on Form 10-Q containing (or any successor or comparable form); and (3) all quarterly information current reports that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within filed with the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports SEC on Form 8-KK. (b) Notwithstanding Section 4.03(a) hereof, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in Company will be deemed to have furnished such form; provided that reports referred to above to the Issuers shall not be so obligated to file Trustee and the Holders (1) if the Company has filed such reports with the SEC if via the ▇▇▇▇▇ filing system and such reports are publicly available; or (2) prior to the commencement of the Exchange Offer contemplated by the Registration Rights Agreement or the effectiveness of the Shelf Registration Statement, by the filing with the SEC does not permit of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of the Registration Rights Agreement, and any amendments thereto, with such filing, in which event financial information that satisfies Regulation S-X of the Issuers shall post Securities Act and such reports on the Parent’s or an Issuer’s public website within 15 days after Exchange Offer Registration Statement and/or Shelf Registration Statement and/or amendments thereto are filed at times that otherwise satisfy the time they requirements set forth in Section 4.03(a) hereof. (c) If at any time any Parent of the Company becomes a Guarantor (there being no obligation of any Parent to do so), holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Company or of any direct or indirect parent corporation of the Company (and performs the related incidental activities associated with such ownership) and complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision), the reports, information and other documents required to be filed and furnished to Holders pursuant to this Section 4.03 may, at the option of the Company, be filed by and be those of such Parent rather than the Company. (d) If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the quarterly and annual financial information required to file by this Section 4.03 shall include a reasonably detailed presentation in Management’s Discussion and Analysis of Results of Operations and Financial Condition, of the financial condition and results of operations of the Company and the Restricted Subsidiaries of the Company. (e) The Company will make such information with the SEC, if they were available to prospective investors upon request. For so long as any Notes remain outstanding during any period when it is not subject to Sections Section 13 or 15(d) of the Exchange Act. In , it will furnish to the event that (1) the rules and regulations holders of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECSecurities and Exchange Commission, the Issuers Company shall file with the SEC Commission (and make available to the Trustee and Holders (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing Commission): (i) within 90 days (or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by for a non-accelerated filer) plus any grace period provided by Rule 12b-25 under the Exchange Act, after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the 45 days (or any time period then in effect under the rules and regulations of the Exchange Act with respect to Act) plus any grace period provided by Rule 12b-25 under the filing Exchange Act, after the end of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q Q, containing all quarterly the information that would be required to be contained in Form 10-Qtherein, or any successor or comparable form; and; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each caseand (iv) any other information, in a manner that complies in all material respects documents and other reports which the Company would be required to file with the requirements specified in such formCommission if it were subject to Section 13 or 15(d) of the Exchange Act; provided that the Issuers Company shall not be so obligated to file such reports with the SEC Commission if the SEC Commission does not permit such filing, in which event the Issuers Company shall post make available such reports on information to prospective purchasers of the Parent’s or an Issuer’s public website Notes, in addition to providing such information to the Trustee and the Holders in each case within 15 days after the time they the Company would have been be required to file such information with the SECCommission, if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and Parent will make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on its website or furnish to the Trustee within the time periods specified in the SEC’s ▇▇▇▇▇ system rules and regulations that are then applicable to Parent (or if Parent is not then subject to the Parent’s or reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether “accelerated filer” as defined in such filing or any other filing described below has occurred) from rules and after the Issue Date,regulations): (1) within the time period then all financial information that would be required to be contained in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, an annual reports report on Form 10-K, or any successor or comparable form, containing filed with the information required to be contained thereinSEC, or required in such successor or comparable formincluding a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and a report on the annual financial statements by Parent’s independent registered public accounting firm; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly financial information that would be required to be contained in a quarterly report on Form 10-Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event current reports that would be required to be therein reported, such other reports filed with the SEC on Form 8-K, or any successor or comparable form; , if Parent were required to file such reports, in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that . (b) Parent will be deemed to have furnished to the Issuers shall not be so obligated Trustee the reports and information referred to file above in this covenant if the Parent has posted such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports or information on the Parent’s its website or an Issuer’s public website within 15 days after the time they would have been required to file such information filed them with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall will furnish to Holders and to securities analysts and prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The requirements set forth in this paragraph and the preceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuers or a third party) to which access will be given to Holders and prospective purchasers of the Notes. (c) If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, and any such Unrestricted Subsidiary is or, taken together with all other Unrestricted Subsidiaries as a whole, would be a Significant Subsidiary, then, to the extent material, the quarterly and annual financial information required by the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. (d) The Issuers shall use their commercially reasonable efforts to (i) schedule and participate in quarterly conference calls for the Holders and beneficial owners of the Notes (which can be the same as the conference calls held for equity holders of the Parent) to discuss its results of operations and (ii) provide S&P and ▇▇▇▇▇’▇. with information on a periodic basis as S&P or ▇▇▇▇▇’▇, as the case may be, shall reasonably require in order to maintain public ratings of the Notes. (e) To the extent any information is not provided as specified in this Section 4.03 and such information is subsequently provided in accordance with this Indenture, Parent will be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured. (f) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s, any Guarantor’s or any other Person’s compliance with any of their its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). (g) The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s, any Guarantor’s or any other Person’s compliance with the covenants described herein or with respect to any reports, information or other documents posted on a website or filed with the SEC under this Indenture, or participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall be required to file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that provide the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,Holders with: (1) within 90 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by for a non-accelerated filerfiler plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each fiscal year, annual reports of the Issuer on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within 45 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by for a non-accelerated filer, for filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each of the first three fiscal quarters of each fiscal year, quarterly reports of the Issuer on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the periods specified for filing of a Current Reports on Form 8-K, K after the occurrence of an each event that would have been required to be therein reportedreported in a Current Report on Form 8-K under the Exchange Act if the Issuer had been a reporting company under the Exchange Act, such other current reports on Form 8-K, or any successor or comparable form; provided that no such Current Reports shall be required to be filed or provided that are not material to the interests of Holders in their capacities as such (as determined in good faith by the Issuer) or the business, assets, operations, financial positions or prospects of the Issuer and the Restricted Subsidiaries, taken as a whole. Notwithstanding the foregoing, (A) none of the foregoing reports shall be required to (i) contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10, 3-16, 13-01 or 13-02 of Regulation S-X promulgated by the SEC or (ii) present any information required by Item 9A of Form 10-K, Items 307 or 308 of Regulation S-K (or, in each case, any successor item or provision in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s respect thereof) or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 any other rule or 15(d) regulation implementing Section 404 of the Exchange Act. In the event that (1) the rules and regulations ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of the SEC (including Rule 3-10 2002, or by Item 402 of Regulation S-XK and (B) permit the Issuers and the Parent (or if any other direct or indirect parent company of Finance LLCthe Issuer is a Guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of a parent Issuer, rather than those of the Issuer, so long as such filings would otherwise satisfy in all material respects the requirements of clauses (1), to report at such parent entity’s level on a consolidated basis and (2) either or (i3) above; provided that if such parent entity of Finance LLC is not engaged in any business in any company holds material respect assets (other than incidental to its ownershipcash, directly or indirectly of Cash Equivalents and the Capital Stock of Finance LLC or (iithe Issuer and Restricted Subsidiaries) such annual and quarterly reports shall include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent entity of Finance LLC provides separate financial information company and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted its consolidated Subsidiaries on the one hand, and for any other material business the Issuer and the Restricted Subsidiaries on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents reports to the Trustee trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates). (b) Notwithstanding anything herein to the contrary, (A) the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 60 days after the date any such report is due hereunder and (B) the Issuer shall not be so obligated to file such reports with the SEC (i) if the SEC does not permit such filing and (ii) subject to clause (A) of this sentence, the Issuer makes available the applicable information to prospective purchasers of Notes upon request, in addition to providing such information to the Trustee, in each case, within 15 days after the applicable date the Issuer would be required to file such information pursuant to the first paragraph of this section. To the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default (unless the Notes have been accelerated at such time) with respect thereto shall be deemed to have been cured. (c) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required by Section 4.03(a) shall include information (which need not be audited or reviewed by the Issuer’s auditors) regarding such Unrestricted Subsidiaries substantially comparable to the financial information of the Unrestricted Subsidiaries presented in the Offering Memorandum in the penultimate paragraph under “Summary—Our Company”; provided that no such information shall be required if such financial information is not material compared to the applicable financial information of the Issuer and its Subsidiaries on a consolidated basis or if such Unrestricted Subsidiaries are not material to the Issuer and its Subsidiaries on a consolidated basis. (d) So long as the Notes are outstanding and the reports required to be delivered under this Section 4.03 are not filed with the SEC, the Issuer shall maintain a website (that, at the option of the Issuer, may be password protected) to which Holders, prospective investors, broker-dealers and securities analysts are given access promptly upon request and to which all the reports required by this Section 4.03 are posted. (e) To the extent not satisfied by the reports referred to in Section 4.03(a), the Issuer shall furnish to the Holders, prospective investors, broker-dealers and securities analysts, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (f) The Trustee shall have no obligation to determine whether or not such information, documents or reports in this Section have been filed by the Issuer.

Reports and Other Information. Notwithstanding that the Issuers may (a) Whether or not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated required by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect SEC, so long as any Notes are outstanding, the Company will furnish to the filing holders of a Form 10-K by a non-accelerated filer, annual reports on Form 10-KNotes, or any successor or comparable form, containing furnish to the information required Trustee and cause the Trustee to be contained thereinfurnish to the holders of Notes, or required in such successor or comparable form; (2) file with the SEC for public availability, within the time period then periods specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing regulations: (1) all quarterly information and annual reports that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports filed with the SEC on Forms 10-Q and 10-K if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been Company were required to file such information with the SECreports, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a “Management’s Discussion and Analysis of Financial Condition and Results of Operations Operations” and, with respect to the annual information only, a report thereon by the Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company were required to file such reports. All such reports shall be prepared in all material respects in accordance with all of the SEC rules and regulations applicable to such reports. (b) The availability of the foregoing reports on the SEC’s ▇▇▇▇▇ filing system will be deemed to satisfy the foregoing delivery requirements. Notwithstanding the foregoing, the above requirements may be satisfied by the filing with the SEC for Finance LLC and public availability by Permian Resources Corporation or another Parent Entity of any Annual Report on Form 10-K, Quarterly Report on Form 10-Q or Current Report on Form 8-K, containing the Restricted Subsidiaries required information with respect to the Company or Parent Entity, as applicable, provided that, with respect to any Parent Entity other than Permian Resources Corporation, (i) any such financial information of such Parent Entity contains information reasonably sufficient to identify the material differences, if any, between the financial information of such Parent Entity, on the one hand, and for any other material business the Company and its Subsidiaries on a stand-alone basis, on the other handhand and (ii) such Parent Entity does not own, directly or indirectly, any material business operations that would not be consolidated with the financial results of the Company and its Subsidiaries. (c) The Company or a Parent Entity shall schedule a conference call not more than ten Business Days following the release of each report containing the financial information referred to in Section 4.06(a)(1), to discuss the information contained in such report. The Company or Parent Entity shall be permitted to combine this conference call with any other conference call for other debt or equity holders or lenders of the Company or the Parent Entity. The Company will either publicly announce or otherwise take reasonable steps to notify Holders of Notes about such call and provide them and prospective investors in the Notes with instructions to obtain access to such conference call concurrently with and in the same manner as each delivery of financial statements pursuant to Section 4.06(a). (d) For the avoidance of doubt, (a) any such reports or other information delivered pursuant to the foregoing will not be required to contain the separate financial information for Subsidiary Guarantors as contemplated by Article 13 of Regulation S-X or any financial statements of unconsolidated subsidiaries or 50% or less owned persons as contemplated by Rule 3-09 of Regulation SX or any schedules required by Regulation S-X, or in each case any successor provisions and (b) such information shall not be required to comply with Regulation G under the Exchange Act or Item 10(e) of Regulation S-K with respect to any non-GAAP financial measures contained therein. (e) If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by Section 4.06(a)(1) will include, to the extent material, a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and reports in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. No certifications or attestations concerning the financial statements or disclosure controls and procedures or internal controls that would otherwise be required pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 will be required, and nothing contained in this Indenture shall otherwise require the Company to comply with the terms of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, in each case, at any time when it would not otherwise be subject to such statute. (f) Any and all Defaults or Events of Default arising from a failure to furnish in a timely manner any report required by this covenant may shall be those of deemed cured (and the Company shall be deemed to be in compliance with this covenant) upon filing or posting such parent company report as contemplated by this covenant (but without regard to the date on a consolidated basis, rather than those which such report is so filed or posted); provided that such cure shall not otherwise affect the rights of the Issuers. In additionHolders under Article 6 if the principal of, to the extent not satisfied by the foregoingpremium, for so long as any Notes are outstandingif any, on, and interest on, the Issuers Notes have been accelerated in accordance with the terms of this Indenture and such acceleration has not been rescinded or cancelled prior to such cure. (g) The Company shall furnish to Holders and to securities analysts and noteholders, prospective investors, broker-dealers and securities analysts, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. . (h) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such the foregoing shall not constitute actual or constructive knowledge or notice of any information contained therein therein, or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officeran Officers’ Certificate). The Trustee shall have no duty to monitor or confirm, on a continuing basis or otherwise, the Company’s Certificates)or any other person’s compliance with any of the covenants under this Indenture, to determine whether the Company posts reports, information or documents on the SEC’s website or otherwise, to collect any such information from the SEC’s website, the Company’s website or otherwise, or to review or analyze reports delivered to it to ensure compliance with the provisions of this Indenture, to ascertain the correctness or otherwise of the information or statements contained therein or to participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the Issuers shall SEC through ▇▇▇▇▇ (or any successor system), the Issuer will file with the SEC (to the extent permitted by the Exchange Act), and make available (without exhibits)to the Trustee and the Holders, without costcost to any Holder, to the annual reports and the information, documents and other reports (i) Holders or copies of such portions of any of the Notes, upon their request, and (ii) foregoing as the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) U.S. issuers within the time period then periods specified therein or in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; andrelevant forms. (3b) within In the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall Issuer is not be so obligated permitted to file such reports reports, documents and information with the SEC pursuant to the Exchange Act, the Issuer will nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they Issuer were subject to Sections the reporting requirements of Section 13 or 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, which requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified by this Section 4.03. (c) In addition, no later than five Business Days after the date the quarterly and annual financial information for the prior fiscal period have been furnished pursuant to Section 4.03(a) or (b), the Issuer shall also hold live quarterly conference calls with the opportunity to ask questions of management. In No fewer than three Business Days prior to the event that (1) date such conference call is to be held, the rules and regulations Issuer shall issue a press release to the appropriate U.S. wire services announcing such quarterly conference call for the benefit of the SEC Trustee, the Holders, beneficial owners of the Notes, prospective investors in the Notes (including which prospective investors shall be limited to “qualified institutional buyers” within the meaning of Rule 3144A of the Securities Act or non-10 U.S. persons (as defined in Regulation S under the Securities Act) that certify their status as such to the reasonable satisfaction of Regulation S-X) permit the Issuers Issuer), and securities analysts and market making financial institutions, which press release shall contain the time and the Parent date of such conference call and direct the recipients thereof to contact an individual at the Issuer (for whom contact information shall be provided in such notice) to obtain information on how to access such quarterly conference call. (d) If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or any other direct or indirect parent company of Finance LLC)collectively, to report at such parent entity’s level on would otherwise have been a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other handSignificant Subsidiary, then the quarterly and annual financial information and reports required by this covenant may be those of such parent company on Section 4.03 shall include a consolidated basisreasonably detailed presentation, rather than those as determined in good faith by Senior Management of the Issuers. Issuer, either on the face of the financial statements or in the footnotes to the financial statements and in the “Management’s discussion and analysis of financial condition and results of operations” section, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (e) In addition, the Issuer and the Guarantors have agreed that they will make available to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their requestthe request of such Holders, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. Delivery For purposes of such reportsthis Section 4.03, information the Issuer and documents the Guarantors will be deemed to have furnished the reports to the Trustee is for informational purposes only and the Trustee’s receipt of Holders as required by this Section 4.03 if the Issuer has filed such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including reports with the Issuers’ compliance with any of their covenants hereunder (as to which SEC via the Trustee is entitled to rely exclusively on Officer’s Certificates)▇▇▇▇▇ filing system and such reports are publicly available.

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Issuer will file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information that would have been required to be contained therein, therein (or required in such successor or comparable form) if the Issuer were subject to Section 13 or 15(d) of the Exchange Act, except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form) containing the information that would have been required to be contained therein (or required in such successor or comparable form) if the Issuer were subject to Section 13 or 15(d) of the Exchange Act, except to the extent permitted to be excluded by the SEC; and (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form) that would have been required if the Issuer were subject to Section 13 or 15(d) of the Exchange Act; in each caseprovided, in a manner that complies in all material respects with the requirements specified in such form; provided however, that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Issuer will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required pursuant to clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements, in the footnotes thereto or in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Issuer and the Parent (or any other direct or indirect parent company of Finance LLC)the Issuer (each, a “Reporting Entity”) to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Issuer, or (ii) any direct or indirect parent of the Issuer is or becomes a Guarantor of the Notes, consolidated reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer will satisfy this Section 4.02, and the Issuer is permitted to satisfy its obligations in this Section 4.02 with respect to financial information and relating to the Issuer by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by a reasonably detailed presentation, either on the face of the financial statements, in the footnotes thereto or in Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations, that explains the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Restricted Subsidiaries Issuer and its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Guarantors and the other material business Subsidiaries of the Issuer on a standalone basis, on the other hand, then the . (c) The Issuer will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingThe Issuer shall, for so long as any Notes are outstandingremain outstanding during any period when neither it nor another Reporting Entity is subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding the foregoing, the Issuer will be deemed to have furnished the reports and information referred to in this Section 4.02 to the Trustee and the holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied by the posting of the reports and information that would be required to be filed with the SEC pursuant to Section 4.02(a) on a website or on IntraLinks or any comparable online data system or website. The Trustee shall have no obligation to monitor whether the Issuer posts such reports, information and documents on the SEC’s ▇▇▇▇▇ filing system or any such online data system or website. (e) The Issuer will also hold quarterly conference calls, beginning with the first full fiscal quarter ending after the Issue Date, for all holders of the Notes, prospective investors and securities analysts to discuss such financial information no later than 10 Business Days after the distribution of such information required by clauses (i) or (ii) of Section 4.02(a) and, prior to the date of each such conference call, will announce the time and date of such conference call and either include all information necessary to access the call or inform holders of the Notes, prospective investors and securities analysts how they can obtain such information, including, without limitation, the applicable password or login information (if applicable). (f) The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report delivered or filed under or in connection with this Indenture or the transactions contemplated hereby. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Borrower may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Borrower shall file with the SEC (and make available to the Administrative Agent and the Lenders (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Lender, within 15 days after it the Borrower files such reports and information or would be required to file them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Original Closing Date, (1i) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (iv) any other information, documents and other reports which the Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Borrower shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Borrower shall post make available such information to the Administrative Agent and the Lenders, which obligation may be satisfied by posting such reports on the Parent’s or an Issuer’s public website of the Borrower and its Subsidiaries and the Borrower shall promptly notify the Administrative Agent when such reports are posted on the website of the Borrower, in each case within 15 days after the time they the Borrower would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In . (b) Notwithstanding the event that foregoing, the requirements of Section 9.1(a), shall be deemed satisfied (1) by the rules and regulations of filing with the SEC (including Rule 3-10 of a registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X, subject to exceptions consistent with the presentation of financial information in an offering memorandum relating to securities sold in reliance on Rule 144A of the Securities Act, to the extent filed within the times specified in Section 9.1(a), or (2) permit by posting reports that would be required to be filed substantially in the Issuers and form required by the Parent SEC on the Borrower’s website (or that of any other of its parent companies) or providing such reports to the Administrative Agent within 15 days after the time the Borrower would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act or the financial information that would be required to be included in such reports. Additionally, in the event that any direct or indirect parent company of Finance LLC), to report at such parent entity’s level on the Borrower becomes a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly Guarantor of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate Loans, the Borrower may satisfy its obligations under this Section 9.1 with respect to financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and relating to the Restricted Subsidiaries Borrower by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Borrower and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that (a) So long as any Notes are outstanding, the Issuers may not be subject Issuer will provide to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the NotesTrustee and, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, request for so long as any Notes are outstanding, the Issuers Issuer will provide to the beneficial owners of Notes, a copy of all of the information and reports referred to below; provided, that, in the event that the Issuer enters into registration with respect to an IPO, the Issuer shall not be required to disclose any information or take any actions hereunder that, in the view of the Issuer, would violate the securities laws or the SEC’s “gun-jumping” rules or otherwise have an adverse effect on the IPO: (i) within one hundred and twenty (120) days after the end of each fiscal year of the Issuer, the audited consolidated balance sheet and related consolidated statements of operations, stockholders’ equity and cash flows of the Issuer and its Consolidated Subsidiaries as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by a firm of independent public accountants registered with the PCAOB (without qualification and without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Issuer and its Consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (ii) within five (5) Business Days of delivery (if any) to Issuer’s stockholders pursuant to the Investors Agreement, a draft Annual Budget for the succeeding calendar year and any modifications thereto; provided, that, such obligation shall cease upon the consummation of an IPO; (iii) within sixty (60) days after the end of the first three fiscal quarters of each fiscal year of the Issuer, the consolidated balance sheet and related consolidated statements of operations and cash flows of the Issuer and its Consolidated Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, all certified pursuant to an Officers’ Certificate as presenting fairly in all material respects the financial condition and results of operations of the Issuer 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; (iv) concurrently with any delivery of financial statements under clause (i) or (iii) above, an Officers’ Certificate certifying, to such Officer’s knowledge, as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; and (v) within ten (10) Business Days after the occurrence of such an event, a current report that contains a brief summary of the material terms, facts and/or circumstances involved to the extent not otherwise publicly disclosed: (A) completion of a merger of the Issuer with or into another Person or a material acquisition or disposition of assets by the Issuer outside the ordinary course of business or (B) the institution of, or material development under, bankruptcy proceedings under the U.S. Bankruptcy Code or similar proceedings under state or federal law with respect to the Issuer. (b) Notwithstanding the foregoing, (i) the Issuer will not be required to deliver any information, certificates or reports that would otherwise be required by (A) Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K, or (B) Item 10(e) of Regulation S-K promulgated by the SEC with respect to any non-generally accepted accounting principles financial measures contained therein, and (ii) such information will not be required to contain financial information required by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X. (c) The Issuer shall, for so long as any Notes remain outstanding during any period when neither it nor another Reporting Person is subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their requestrequest in writing, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of . (d) Notwithstanding the foregoing, the Issuer will be deemed to have delivered such reports, information and documents referred to in this Section 4.02 to the Trustee is for informational purposes only holders, prospective investors, market makers, securities analysts and the Trustee’s receipt Trustee for all purposes of this Indenture if the Issuer (or, following an IPO, the IPO Issuer) has filed reports containing such information with the SEC via the ▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available. In addition, the requirements of this Section 4.02 shall not constitute constructive notice of any be deemed satisfied and the Issuer will be deemed to have delivered such information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as referred to which the Trustee is entitled to rely exclusively on Officer’s Certificates).this

Reports and Other Information. Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an IssuerCompany’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or posting or any other filing or posting described below has occurred) from and after the Issue Date, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3iii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Company shall post such reports on the Parent’s or an IssuerCompany’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. ; provided, further, that the Company shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC)the Company becomes a Guarantor of the Notes, the Company shall have satisfied its obligations under this ‎Section 4.03 by furnishing information relating to report at such parent entity’s level company; provided that, in the case of financial information, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a consolidated basis standalone basis, on the other hand. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and (2) annual financial information required by this ‎Section 4.03 shall include a reasonably detailed presentation, either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly on the face of the Capital Stock of Finance LLC financial statements or (ii) such parent entity of Finance LLC provides separate financial information in the footnotes thereto, and a in “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersCompany’s Unrestricted Subsidiaries. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, outstanding the Issuers Company shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECSEC as required by Section 13 or 15(d) of the Exchange Act, the Issuers Issuer shall file with the SEC (and make available (available, without exhibits), exhibits and without cost, to (i) Holders any Holder of the Notes, upon their request, and (ii) the Trustee, in each case within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇E▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,: (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by for a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by for a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall Issuer will post such reports on the Parent’s or an Issuer’s public its website within 15 days after the time they the Issuer would have been be required to file such information with the SEC, if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In . (b) Unless the event that (1) Issuer is otherwise obligated to do so under the Exchange Act or the rules and regulations promulgated by the SEC thereunder, such reports referred to in clauses (1) through (4) above will not be required: (1) to comply with Section 302 or Section 404 of the SEC S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC; (including 2) to contain the separate financial information for Guarantors as contemplated by Rule 3-10 of Regulation S-X or any financial statements of unconsolidated subsidiaries or 50% or less owned Persons as contemplated by Rule 3-09 of Regulation S-X or any schedules required by Regulation S-X) permit the Issuers , or in each case any successor provisions, or “segment reporting” and the Parent “Compensation Discussion and Analysis” required by Item 402(b) of Regulation S-K relating to W▇▇▇▇ ▇▇▇▇▇, Inc. and its Subsidiaries (it being understood that the Issuer will furnish summary financial information with respect to Guarantors and non-Guarantors on a basis substantially consistent with the financial information presented in the fourth sentence of the third paragraph under “Description of notes—Guarantees” in the Offering Memorandum); or (3) to comply with Regulation G under the Exchange Act or Item 10(e) of Regulation S-K with respect to any other direct non-GAAP financial measures contained therein. (c) To the extent any such reports referred to in clause (a) above is not so filed or indirect parent company of Finance LLC)furnished, as applicable, within the time periods specified above and such reports are subsequently filed or furnished, as applicable, the Issuer will be deemed to report have satisfied its obligations with respect thereto at such parent entity’s level on a consolidated basis time and any Default with respect thereto shall be deemed to have been cured. (2d) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to To the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstandingoutstanding and constitute “restricted securities” under Rule 144, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (e) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that the Issuers Uniti may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Uniti shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an IssuerUniti’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3iii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Uniti shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Uniti shall post such reports on the ParentUniti’s or an another Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. ; provided, further, that Uniti shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC)Uniti becomes a Guarantor of the Notes, Uniti shall have satisfied its obligations under this Section 4.03 with respect to report at financial information relating to Uniti by furnishing financial information relating to such parent entity’s level company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Uniti and its Subsidiaries on a consolidated basis standalone basis, on the other hand. If Uniti has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and (2) annual financial information required by this Section 4.03 shall include a reasonably detailed presentation, either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly on the face of the Capital Stock of Finance LLC financial statements or (ii) such parent entity of Finance LLC provides separate financial information in the footnotes thereto, and a in “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations,” of the financial condition and the results of operations of Uniti and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersUniti’s Unrestricted Subsidiaries. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers outstanding Uniti shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. Notwithstanding that (a) Whether or not the Issuers may not be Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuers shall Company will furnish or make available to the Holders as provided below, or file with the SEC for public availability through the SEC’s Electronic Data Gathering, Analysis, and Retrieval System (and make available (without exhibits), without cost, to or any successor system) no later than 15 days after the dates specified below: (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 90 days after it files the end of each fiscal year (or such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K by a non-accelerated filer), an annual report as would be required to be filed with the SEC on Form 10-K if the Company were required to file such reports; (ii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-K Q by a non-accelerated filer), annual reports a quarterly report as would be required to be filed with the SEC on Form 10-K, or any successor or comparable form, containing Q if the information Company were required to be contained therein, or required in file such successor or comparable form;reports; and (2iii) within 5 days after the time period then in effect under the rules and regulations of promulgated under the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Current Report on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, K after the occurrence of an event required to be therein reported, such other reports a current report as would be required to be filed with the SEC on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC K if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been Company were required to file such information with reports. If the SECCompany has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if they were subject to Sections 13 or 15(d) taken together as one Subsidiary, would constitute a Significant Subsidiary of the Exchange Act. In Company, then the event that (1) the rules annual and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either quarterly reports required by clauses (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or and (ii) above shall include a presentation of selected financial metrics (in the Company’s sole discretion) of such parent entity of Finance LLC provides separate financial information and Unrestricted Subsidiaries as a group in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and Operations” or other comparable section. If the Restricted Subsidiaries on Company or any Parent Entity does not file reports containing such information with the one handSEC, the Company will deliver such reports to the Trustee under this Indenture, and for any other material business on the other hand, then the will make available such information and such reports required by this covenant may be those of such parent company on a consolidated basisto any Holder and, rather than those upon request, to any beneficial owner of the IssuersNotes, in each case by posting such information on its website, on Intralinks or any comparable password-protected online data system which will require a confidentiality acknowledgment, and will make such information readily available to any Holder or any bona fide prospective investor in the Notes (which prospective investors will be limited to “qualified institutional buyers” within the meaning of Rule 144A of the Securities Act that certify their status as such to the reasonable satisfaction of the Company) who agrees to treat such information as confidential or accesses such information on Intralinks or any comparable password-protected online data system which will require a confidentiality acknowledgment; provided that the Company shall post such information thereon and make readily available any password or other login information to any such prospective holder, securities analyst or market maker. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers Company shall furnish to Holders and to securities analysts and prospective investorsinvestors in the Notes, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. If any Parent Entity files reports with the SEC in accordance with Section 13 or 15(d) of the Exchange Act, whether voluntarily or otherwise, in compliance with the filing periods specified in the first paragraph of this covenant, then the Company shall be deemed to comply with this covenant. The Trustee will have no responsibility whatsoever to determine if any such filing has occurred. For the avoidance of doubt, such reports need not include separate financial information required by Rules 3-10 and 3-16 of Regulation S-X; provided, however, that if such Parent Entity has more than de minimis operations separate and apart from its ownership in the Company and its Subsidiaries, then the financial statements of the Parent Entity shall be accompanied by selected financial metrics (in the Company’s sole discretion and which need not be audited) that show the differences between the information relating to such Parent Entity and any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company and its Subsidiaries on a stand-alone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificatesCertificate). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or E▇▇▇▇ or any website under this Indenture, or participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuers Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Parent will file with the SEC (and make available (without exhibits)upon written request provide the Trustee and holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13 a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Parent would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Parent shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Parent will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case, within 15 days after the time they the Parent would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Parent, the Company or Subsidiary Guarantors contemplated by Rule 3-10, Rule 13-01, Rule 13-02 or Rule 3-16 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee, the Parent shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. If the Parent has designated any Subsidiary as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Parent, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Parent and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Parent and the Parent (or any other direct or indirect parent company of Finance LLC), the Parent to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Parent, or (ii) any direct or indirect parent of the Parent is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Parent will satisfy this Section 4.02, and the Parent is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Parent by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Parent and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Parent and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, then the Parent will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingParent shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) [Reserved]. (e) Notwithstanding the foregoing, the Parent will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Parent has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. (f) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Parent’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on the Officer’s Certificates).

Reports and Other Information. Notwithstanding that the Issuers may not be subject (a) Holdings shall furnish to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to Trustee: (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of periods specified by the Exchange Act with respect to the filing of a (including all applicable extension periods), an annual report on Form 10-K by a non-accelerated filer, annual reports on Form 10-K, (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form); (2ii) within the time period then in effect under the rules and regulations of periods specified by the Exchange Act with respect to the filing of (including all applicable extension periods), a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports quarterly report on Form 10-Q containing (or any successor or comparable form); and (iii) all quarterly information current reports that would be required to be contained in filed with the SEC on Form 108-Q, K (or any successor or comparable form; and ). With respect to the foregoing, (3i) the availability of the reports referred to in clauses (i) through (iii) above on the SEC’s Electronic Data Gathering, Analysis and Retrieval (“▇▇▇▇▇”) system (or any successor system, including the SEC’s Interactive Data Electronic Application system) and Holdings’ public website within the time period then in effect under periods specified above will be deemed to satisfy the rules above delivery obligation and regulations of the Exchange Act with respect (ii) prior to the filing of a Form 8-Kregistration statement for the Notes pursuant to the Registration Rights Agreement, after the occurrence of an event Holdings shall not be required to be therein reported, such prepare or file any financial statements or other reports on Form 8information or disclosure required pursuant to Rule 3-K, 10 or 3-16 of Regulation S-X (or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(dprovision) of under the Exchange Act. In the event that (1) Holdings is not required to file such reports with the rules and regulations of SEC, the SEC (including Rule 3-10 of Regulation S-X) permit Issuer or Holdings will furnish to the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either Trustee: (i) such parent entity within 90 days after the end of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly each fiscal year of the Capital Stock Issuer or Holdings ending after the Issue Date, the consolidated financial statements of Finance LLC the Issuer or (ii) Holdings for such parent entity of Finance LLC provides separate financial information year prepared in accordance with GAAP, together with a report thereon by Holdings’ independent auditors, and a “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries Operations” with respect to such financial statements substantially similar to that which would be included in an annual report on Form 10-K (as in effect on the one handIssue Date) filed with the SEC by the Issuer or Holdings (if the Issuer or Holdings were required to prepare and file such form); (ii) within 45 days after the end of each of the first three fiscal quarters in each fiscal year of the Issuer or Holdings, beginning with the first such fiscal quarter ending after the Issue Date, the condensed consolidated financial statements of Holdings for such quarter prepared in accordance with GAAP, together with a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with respect to such financial statements substantially similar to that which would be included in a Quarterly Report on Form 10-Q (as in effect on the Issue Date) filed with the SEC by the Issuer or Holdings (if the Issuer or Holdings were required to prepare and file such form); and (iii) information substantially similar to the information that would be required to be included in a Current Report on Form 8-K (as in effect on the Issue Date) filed with the SEC by Holdings (if Holdings were required to prepare and file such form) pursuant to Item 1.01 (Entry into a Material Definitive Agreement), Item 1.02 (Termination of a Material Definitive Agreement), Item 1.03 (Bankruptcy or Receivership), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 2.05 (Costs Associated with Exit or Disposal Activities), Item 2.06 (Material Impairments), Item 4.01 (Changes in Registrant’s Certifying Accountants), Item 4.02 (Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review), Item 5.01 (Changes in Control of Registrant) or Items 5.02(b) and (c) (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) of such form, within 15 days after the date of filing that would have been required for a current report on Form 8-K; provided, however, that no report shall be required to include (1) any exhibits or (2) a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between the Issuer (or any of its Subsidiaries) and any director, manager or executive officer of the Issuer (or any of its Subsidiaries). With respect to the information referenced in clauses (i) and (ii) of the preceding paragraph, it is understood that (x) neither the Issuer nor Holdings shall be required to include any consolidating financial information with respect to the Issuer, any Guarantor or any other material business affiliate of the Issuer, or any separate financial statements or information for the Issuer, any Guarantor or any other Affiliate of the Issuer and (y), if applicable, the Issuer or Holdings shall provide guarantor/non-guarantor financial data consistent with the guarantor/non-guarantor financial data presented in the “Summary—The Offering” section of the Offering Memorandum. None of the information referenced in clauses (i), (ii) and (iii) of the preceding paragraph will be required to comply with Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, or Item 302 of Regulation S-K or Item 10(e) of Regulation S-K (with respect to any non-GAAP financial measures contained therein) or Item 601 of Regulation S-K (with respect to exhibits), in each case, as in effect on the other hand, then Issue Date. The requirements set forth in the information and reports required by this covenant preceding paragraph may be those satisfied by (i) delivering such information electronically to the Trustee and (ii) posting copies of such parent company information on a consolidated basiswebsite (which may be nonpublic and may be maintained by the Issuer, rather than those Holdings or a third party) to which access will be given to Holders and prospective purchasers of the IssuersNotes (which prospective purchasers will be limited to QIBs or Non-U.S. Persons that certify their status as such to the reasonable satisfaction of the Issuer and who acknowledge the confidentiality of the information. In addition, to the extent not satisfied by the foregoing, for so long as any the Notes are outstandingremain subject to this Section 4.03(a), Holdings has agreed that it will make available to the Issuers shall furnish to Holders and to securities analysts and prospective investorsinvestors in such Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) (as in effect on the Issue Date) of the Securities Act so long as the Notes are not freely transferable under the Securities Act. (b) Together with the delivery of the reports specified in clauses (i) and (ii) of the first or third paragraph of Section 4.03(a), as applicable, Holdings will deliver either (x) consolidating information that explains in reasonable detail the differences between the information relating to Holdings, on the one hand, and the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand, or (y) a statement that there are no material differences between the financial condition and results of operations as shown on such financial statements of Holdings and those that would have been shown on the analogous financial statements of the Issuer and its Restricted Subsidiaries, except for those directly related to the ownership of the Equity Interests of the Issuer and its Restricted Subsidiaries. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, and the Unrestricted Subsidiaries taken together would constitute a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.03 shall include a report summarizing the financial condition and results of operations of the Issuer and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (c) For purposes of this Section 4.03, Holdings will be deemed to have furnished the reports to the Trustee and the holders of Notes as required by this Section 4.03 if it has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available or by (i) delivering such information electronically to the Trustee and (ii) posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuer, Holdings or a third party) to which access will be given to Holders and prospective purchasers of the Notes (which prospective purchasers will be limited to QIBs or Non-U.S. Persons that certify their status as such to the reasonable satisfaction of the Issuer and who acknowledge the confidentiality of the information. The Trustee has no duty to monitor Holdings’ compliance with this Section 4.03. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports shall not constitute actual or constructive notice or knowledge of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder under the Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). (d) Holdings may satisfy its obligations in this Section 4.03 with respect to the financial information relating to Holdings by furnishing financial information relating to the Issuer or any other direct or indirect parent company of the Issuer; provided that, if financial information is furnished with respect to another parent company, such parent company (x) guarantees the Notes (which shall be permitted, subject to compliance with the Indenture, at any time, at the Issuer’s sole discretion) or (y) delivers the reports specified in the first or third paragraph of Section 4.03(a), as applicable, and in either case, as applicable, such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand. The obligations under this Section 4.03 may be satisfied by having the Issuer or such parent file reports containing the information contemplated hereby within the timeframes contemplated hereunder with the SEC, if applicable. (e) Notwithstanding anything herein to the contrary, the Issuer shall not be deemed to have failed to comply with any of its obligations hereunder for purposes of Section 6.01(a)(3) until 120 days after the date any report hereunder is due.

Reports and Other Information. Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall file with the SEC or otherwise make available on a website (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇E▇▇▇▇ system or the Parent’s or an IssuerCompany’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or posting or any other filing or posting described below has occurred, or to review or analyze any filings or postings) from and after the Issue Date, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3iii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Company shall post such reports on the Parent’s or an IssuerCompany’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act; provided, further, that the Company shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. For the avoidance of doubt, to the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the rights of the Holders described under Section 6.01 if Holders of at least 30% in principal amount of the then total outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC)the Company becomes a Guarantor of the Notes, the Company shall have satisfied its obligations under this ‎Section 4.03 by furnishing information relating to report at such parent entity’s level company; provided that, in the case of financial information, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a consolidated basis standalone basis, on the other hand. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and (2) annual financial information required by this ‎Section 4.03 shall include a reasonably detailed presentation, either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly on the face of the Capital Stock of Finance LLC financial statements or (ii) such parent entity of Finance LLC provides separate financial information in the footnotes thereto, and a in “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersCompany’s Unrestricted Subsidiaries. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, outstanding the Issuers Company shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee will not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with this Section 4.03 or to determine whether such reports, information or documents have been posted on any website or filed with the SEC.

Reports and Other Information. (a) Notwithstanding that the Issuers Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and Parent will make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on its website or furnish to the Trustee within the time periods specified in the SEC’s ▇▇▇▇▇ system rules and regulations that are then applicable to Parent (or if Parent is not then subject to the Parent’s or reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether “accelerated filer” as defined in such filing or any other filing described below has occurred) from rules and after the Issue Date,regulations): (1) within the time period then all financial information that would be required to be contained in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, an annual reports report on Form 10-K, or any successor or comparable form, containing filed with the information required to be contained thereinSEC, or required in such successor or comparable formincluding a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and a report on the annual financial statements by ▇▇▇▇▇▇’s independent registered public accounting firm; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly financial information that would be required to be contained in a quarterly report on Form 10-Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event all current reports that would be required to be therein reported, such other reports filed with the SEC on Form 8-K, or any successor or comparable form; , if Parent were required to file such reports, in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that . (b) Parent will be deemed to have furnished to the Issuers shall not be so obligated Trustee the reports and information referred to file above in this covenant if the Parent has posted such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports or information on the Parent’s its ​ ​ website or an Issuer’s public website within 15 days after the time they would have been required to file such information filed them with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall will furnish to Holders and to securities analysts and prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The requirements set forth in this paragraph and the preceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuers or a third party) to which access will be given to Holders and prospective purchasers of the Notes. (c) If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, and any such Unrestricted Subsidiary is or, taken together with all other Unrestricted Subsidiaries as a whole, would be a Significant Subsidiary, then, to the extent material, the quarterly and annual financial information required by the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. (d) If at any time the Parent is not subject to the periodic reporting obligations under Sections 13 or 15(d) under the Exchange Act, Parent will use its commercially reasonable efforts to schedule and participate in quarterly conference calls for the Holders and beneficial owners of the Notes (which can be the same as the conference calls held for equity holders of the Parent) to discuss its results of operations. (e) To the extent any information is not provided as specified in this Section 4.03 and such information is subsequently provided in accordance with this Indenture, Parent will be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured. (f) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports, information and documents shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s, any Guarantor’s or any other Person’s compliance with any of their its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). (g) The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s, any Guarantor’s or any other Person’s compliance with the covenants described herein or to determine whether any such reports, information or other documents are posted on a website or filed with the SEC under this Indenture, or to participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuers Borrower may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Borrower shall file with the SEC (and make available to the Administrative Agent and the Lenders (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeany Lender, within 15 days after it the Borrower files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Closing Date, (1i) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (iv) any other information, documents and other reports which the Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; in each case, case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Borrower shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Borrower shall post make available such reports on information to the Parent’s or an Issuer’s public website Administrative Agent and the Lenders, in each case within 15 days after the time they the Borrower would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In . (b) Notwithstanding the event that foregoing, the requirements of Section 9.1(a), shall be deemed satisfied (1) by the rules and regulations of filing with the SEC of a registration statement or shelf registration (including Rule 3-10 of or any other similar registration statement), and any amendments thereto, with such financial information that satisfies Regulation S-X, subject to exceptions consistent with the presentation of financial information in an offering memorandum relating to securities sold in reliance on Rule 144A of the Securities Act, to the extent filed within the times specified in Section 9.1(a), or (2) permit by posting reports that would be required to be filed substantially in the Issuers and form required by the Parent SEC on the Borrower’s website (or that of any other of its parent companies) or providing such reports to the Administrative Agent within 15 days after the time the Borrower would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, containing the financial information that would be required to be included in such reports. Additionally, in the event that any direct or indirect parent company of Finance LLC), to report at such parent entity’s level on the Borrower becomes a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly Guarantor of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate Loans, the Borrower may satisfy its obligations under this Section 9.1 with respect to financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and relating to the Restricted Subsidiaries Borrower by furnishing financial information relating to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and for any other material business the information relating to the Borrower and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, Notwithstanding anything herein to the extent not satisfied by the foregoing, for so long as any Notes are outstandingcontrary, the Issuers shall furnish Borrower will not be deemed to Holders and have failed to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance comply with any of their covenants its obligations hereunder for purposes of clause (as to which c) of Section 11.1(I) until 60 days after the Trustee date any report hereunder is entitled to rely exclusively on Officer’s Certificates)due.

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Issuer will file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Issuer would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Issuer will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Circular (including with respect to any periodic reports provided prior to effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, the omission of financial information required by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision)). In addition to providing such information to the Trustee, the Issuer shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website. (a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) Notwithstanding the foregoing, the Issuer will not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, as applicable. (c) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Issuer and the Parent (or any other direct or indirect parent company of Finance LLC), the Issuer to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Issuer, or (ii) any direct or indirect parent of the Issuer is or becomes a Subsidiary Guarantor of the Notes, consolidated reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer will satisfy this Section 4.02, and the Issuer is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating the Issuer by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Issuer and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Guarantors and the other material business Subsidiaries of the Issuer on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, the Issuer will make such information available to prospective investors upon request. (d) In addition, the extent not satisfied by the foregoingIssuer shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding the foregoing, the Issuer will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the holders on the Issuer’s website (or that of any of the Issuer’s parent companies). Furthermore, prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the notes or the effectiveness of the Shelf Registration Statement, the time requirements set forth in clause (ii) of Section 4.02(a) shall be satisfied if the report on Form 10-Q for the fiscal quarter ending March 30, 2014 is filed within 75 days after the end of such fiscal quarter and the report on Form 10-Q for the fiscal quarter ending June 29, 2014 is filed within 60 days after the end of such fiscal quarter. (f) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. Notwithstanding that (a) Whether or not the Issuers may not be Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuers shall Issuer will furnish to the Holders or cause the Trustee to furnish to the Holders or post on its website or file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s for public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,availability: (1) within 90 days after the time end of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K by a non-accelerated filer), an annual report as would be required to be filed with the SEC on Form 10-K if the Issuer were required to file such reports; (2) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-K Q by a non-accelerated filer), annual reports a quarterly report as would be required to be filed with the SEC on Form 10-K, or any successor or comparable form, containing Q if the information Issuer were required to be contained therein, or required in file such successor or comparable form;reports; and (23) within as soon as practicable (and in any event no later than five days after the time period then in effect under the rules and regulations of promulgated under the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Current Report on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, ) after the occurrence of an event required to be therein reported, such other reports a current report as would be required to be filed with the SEC on Form 8-KK if the Issuer were required to file such reports; provided, or however, that, if the last day of any successor or comparable form; in each casesuch period is not a Business Day, in a manner that complies such report will be due on the next succeeding Business Day. All such reports will be prepared in all material respects in accordance with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) all of the Exchange Act. In the event that (1) the rules and regulations of the SEC applicable to such reports, except that such reports (including Rule x) will not be required to include separate financial information that would be required by Rules 3-10 and 3-16 of Regulation S-XX and (y) permit will not be subject to the Issuers and the Parent (Trust Indenture Act. The Issuer or any other direct or indirect parent company of Finance LLC)the Issuer will maintain a public or non-public website on which Holders, prospective investors and securities analysts are given access to report at such parent entity’s level on a consolidated basis the annual and (2) either (i) such parent entity of Finance LLC quarterly financial information described above. If the website containing the financial reports is not engaged in available to the public, the Issuer or any business in any material respect other than incidental to its ownership, directly direct or indirectly indirect parent company of the Capital Stock Issuer will direct Holders, prospective investors and securities analysts on its publicly available website to contact the Issuer to obtain access to the non-public website. (b) If any direct or indirect parent company of Finance LLC the Issuer files reports with the SEC in accordance with Section 13 of 15(d) of the Exchange Act, whether voluntarily or (iiotherwise, in compliance with the filing periods specified in Section 4.03(a) hereof, then the Issuer shall be deemed to comply with this Section 4.03. For the avoidance of doubt, such parent entity of Finance LLC provides reports need not include separate financial information required by Rules 3-10 and a Management’s Discussion 3-16 of Regulation S-X; provided that, if such direct or indirect parent company of the Issuer has more than de minimis operations separate and Analysis apart from its ownership in the Issuer, then the financial statements of Financial Condition the direct or indirect parent company will be required to provide consolidating information, which need not be audited, that explains in reasonable detail the differences between the information relating to such parent company and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to . (c) To the extent not satisfied by the foregoing, the Issuer will agree that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to Holders, securities analysts and prospective investorsinvestors in the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding anything herein to the contrary, the Issuer will not be deemed to have failed to comply with any of its obligations under this Section 4.03 for purposes of clause (3) under Section 6.01 hereof until 120 days after the date any report is due under this Section 4.03, and failure to comply with this Section 4.03 shall be automatically cured when the Issuer or its direct or indirect parent company provides all required reports to the Holders (including to the Trustee for delivery to the Holders) or files all required reports with the SEC. The Trustee shall have no responsibility to determine whether any reports have been filed by the Issuer or posted on the Issuer’s website. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall file with the SEC (and make available to the Trustee and Holders of the Notes (without exhibits), without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1) within the 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect that would apply if the Company were required to the filing of file a Form 10-K by a non-accelerated filerK) after the end of each fiscal year, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the 45 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect that would apply if the Company were required to the filing of file a Form 10-Q by a non-accelerated filer, for Q) after the end of each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and, containing the information required to be contained therein, or required in such successor or comparable form; (3) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; and (4) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 15(d) of the Exchange Act; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Company shall post make available such information to Holders, which obligations may be satisfied by posting such reports on the Parentwebsite of the Company or on any password protected website, in addition to providing such information to the Trustee and the Holders of the Notes, in each case at the Company’s or an Issuer’s public website within 15 days after expense and by the time they applicable date the Company would have been be required to file such information with the SEC, if they it were subject to Sections 13 or Section 15(d) of the Exchange Act. In To the event extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that (1) such cure shall not otherwise affect the rules and regulations rights of the SEC (including Rule 3-10 Holders under Article Five if Holders of Regulation S-X) permit at least 25% in principal amount of the Issuers then Outstanding Notes have declared the principal, premium, if any, interest and the Parent (or any other direct monetary obligations on all the then Outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or indirect parent company of Finance LLC), cancelled prior to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuerscure. In addition, to the extent not satisfied by the foregoing, the Company will agree that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligations under this Section 1009 with respect to financial information relating to the Company by furnishing financial information relating to Parent or any other parent that is a Guarantor; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and the Restricted Subsidiaries on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibitsunless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1i) within 90 days after the time end of each fiscal year (or such longer period as may be permitted by the SEC if the Issuer were then in effect subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under the applicable rules and regulations of the Exchange Act with respect to SEC, may be the filing annual report of a Holdings or another Parent of the Issuer) on Form 10-K by a nonor 20-accelerated filer, annual reports on Form 10-K, F (or any successor or comparable form, forms) containing the information required to be contained therein, therein (or required in such successor or comparable form;) and (2ii) within 45 days after the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearyear (or such longer period as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, reports voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC, may be the quarterly report of Holdings or another Parent of the Issuer) on Form 10-Q containing all quarterly information that would be required to be contained in Form 10or 6-Q, K (or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLCforms), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and including a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then or substantially similar section (whether or not required by such form). (b) The Issuer shall make the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the IssuersSection 4.02(a) available to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders and to securities analysts of the Notes and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports. (c) Notwithstanding the foregoing Sections 4.02(a) and (b), information the Issuer will be deemed to have furnished the reports required by Sections 4.02(a) and documents (b) to the Trustee is for informational purposes only and the Trustee’s receipt Holders if it or Holdings or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available. (d) In the event that any Parent of the Issuer is or becomes a Guarantor or co-obligor of the Notes, the Issuer may satisfy its obligations under this Section with respect to financial information relating to the Issuer by furnishing financial information relating to such Parent; provided that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such Parent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors, if any, and the other Subsidiaries of the Issuer on a stand-alone basis, on the other hand. (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including change to the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates)Trustee.

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Company will file with the SEC and promptly provide to the Trustee (and make available (without exhibits)upon written request provide the holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Company would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Company will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case, within 15 days after the time they the Company would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Company or the Guarantors contemplated by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee in such event, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its web site or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. If the Company has designated any Subsidiary as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Company and the Parent (or any other direct or indirect parent company of Finance LLC), the Company to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Company, or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Company will satisfy this Section 4.02, and the Company is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Company and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, then the Company will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingCompany shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding the foregoing, the Company will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Company has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or ▇▇▇▇▇ or any website under the indenture, or participate in any conference calls. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall file with the SEC (and make available (without exhibits)provide the Trustee and holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach holder, within 15 days after it files such reports and information them with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date), (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form;), (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, for each of the first three fiscal quarters of each fiscal yearfilers, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form; in each case), in a manner that complies in all material respects and (iv) any other information, documents and other reports which the Issuer would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Issuer will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case within 15 days after the time they the Issuer would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act, subject, in the case of any such information, certificates or reports provided prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions consistent with the presentation of financial information in the Offering Memorandum. Notwithstanding the foregoing, the Issuer shall not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Issuer and the Parent (or any other direct or indirect parent company of Finance LLC), the Issuer to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Issuer, or (ii) such any direct or indirect parent entity of Finance LLC provides separate the Issuer is or becomes a guarantor of the Notes, consolidating reporting at the parent entity’s level in a manner consistent with that described in this Section 4.02 and furnishing financial information relating to such direct or indirect parent for the Issuer will satisfy this Section 4.02; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Issuer and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any the information relating to the Issuer, the Subsidiary Pledgors and the other material business Subsidiaries of the Issuer on a standalone basis, on the other hand, then the . (c) The Issuer will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingIssuer has agreed that, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports, information and documents reports referred to above to the Trustee is for informational purposes only and the Trustee’s receipt holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offers contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such shall not constitute constructive notice Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to be provided to the Trustee and the holders on the Issuer’s website (or that of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificatesits parent companies).

Reports and Other Information. (a) Notwithstanding that the Issuers Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Issuer shall be required to file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that provide the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,Holders with: (1) within 90 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by for a non-accelerated filerfiler plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each fiscal year, annual reports of the Issuer on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within 45 days (or the successor time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by for a non-accelerated filer, for filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each of the first three fiscal quarters of each fiscal year, quarterly reports of the Issuer on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the periods specified for filing of a Current Reports on Form 8-K, K after the occurrence of an each event that would have been required to be therein reportedreported in a Current Report on Form 8-K under the Exchange Act if the Issuer had been a reporting company under the Exchange Act, such other current reports on Form 8-K, or any successor or comparable form; provided that no such Current Reports shall be required to be filed or provided that are not material to the interests of Holders in their capacities as such (as determined in good faith by the Issuer) or the business, assets, operations, financial positions or prospects of the Issuer and the Restricted Subsidiaries, taken as a whole. Notwithstanding the foregoing, (A) none of the foregoing reports shall be required to (i) contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-09, 3-10, 3-16, 13-01 or 13-02 of Regulation S-X promulgated by the SEC (or, in each case, any successor item or provision in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filingrespect thereof) or (ii) present any information required by Item 9A of Form 10-K, in which event the Issuers shall post such reports on the Parent’s Items 307 or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 308 of Regulation S-XK (or, in each case, any successor item or provision in respect thereof) permit the Issuers and the Parent (or any other rule or regulation implementing Sections 302, 404 and 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or Item 402 of Regulation S-K, or Item 601 of Regulation S-K (or, in each case, any successor item or provision in respect thereof) and (B) if any direct or indirect parent company of Finance LLCthe Issuer is a Guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of a parent Issuer, rather than those of the Issuer, so long as such filings would otherwise satisfy in all material respects the requirements of clauses (1), to report at such parent entity’s level on a consolidated basis and (2) either or (i3) above; provided that if such parent entity of Finance LLC is not engaged in any business in any company holds material respect assets (other than incidental to its ownershipcash, directly or indirectly of Cash Equivalents and the Capital Stock of Finance LLC or (iithe Issuer and Restricted Subsidiaries) such annual and quarterly reports shall include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent entity of Finance LLC provides separate financial information company and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted its consolidated Subsidiaries on the one hand, and for any other material business the Issuer and the Restricted Subsidiaries on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents reports to the Trustee trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). (b) Notwithstanding anything herein to the contrary, (A) the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 60 days after the date any such report is due hereunder and (B) the Issuer shall not be so obligated to file such reports with the SEC (i) if the SEC does not permit such filing and (ii) subject to clause (A) of this sentence, the Issuer makes available the applicable information to prospective purchasers of Notes upon request, in addition to providing such information to the Trustee, in each case, within 15 days after the applicable date the Issuer would be required to file such information pursuant to the first paragraph of this section. To the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default (unless the Notes have been accelerated at such time) with respect thereto shall be deemed to have been cured. (c) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required by clauses (1) and (2) of Section 4.03(a) shall include information (which need not be audited or reviewed by the Issuer’s auditors) regarding such Unrestricted Subsidiaries substantially comparable to the financial information of the Unrestricted Subsidiaries presented in the Offering Memorandum under “Summary--The Offering--Unrestricted Subsidiaries”; provided that no such information shall be required if such financial information is not material compared to the applicable financial information of the Issuer and its Subsidiaries on a consolidated basis or if such Unrestricted Subsidiaries are not material to the Issuer and its Subsidiaries on a consolidated basis. (d) So long as the Notes are outstanding and the reports required to be delivered under this Section 4.03 are not filed with the SEC, the Issuer shall maintain a website (that, at the option of the Issuer, may be password protected) to which Holders, prospective investors, broker-dealers and securities analysts are given access promptly upon request and to which all the reports required by this Section 4.03 are posted. (e) To the extent not satisfied by the reports referred to in Section 4.03(a), the Issuer shall furnish to the Holders, prospective investors, broker-dealers and securities analysts, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (f) The Trustee shall have no obligation to determine whether or not such information, documents or reports in this Section have been filed by the Issuer.

Reports and Other Information. Notwithstanding that the Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Parent shall file with the SEC (and SEC, or make available on its website (without exhibitswhich may be on a non-public, password-protected website maintained by Parent or any Restricted Subsidiary to which access will be given to Holders, prospective investors in the Notes and securities analysts and market making financial institutions that are reasonably satisfactory to Parent), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the Issuers shall not case of the foregoing clauses (1) and (2), such information will only be so obligated required to file such reports be provided to the extent similar information is included or incorporated by reference in the Exchange Offer Memorandum. The filing requirements set forth above for the applicable period may also be satisfied by Parent (i) by the filing (including prior to the Issue Date) with the SEC if the SEC does not permit of a shelf registration statement, and any amendments thereto, with such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such financial information with the SEC, if they were subject to Sections 13 or 15(d) that satisfies Regulation S-X of the Exchange Securities Act. In the event that , or (ii) with respect to its reporting obligations pursuant to clauses (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity above, by including in a registration statement filed with the SEC quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Finance LLC is not engaged Form 10-K or 10-Q; provided that, except as set forth in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or immediately preceding clause (ii) such parent entity with respect to scope of Finance LLC provides separate financial information and a Managementdisclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuer’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and reporting obligations, or the Restricted Subsidiaries on the one handtime periods required therefor, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersset forth above. In addition, to the extent not satisfied by the foregoing, Parent agrees that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. So long as Notes are outstanding the Parent will also: (a) promptly after filing or otherwise delivering to the Trustee the annual and quarterly reports required by clauses (1) and (2) of the first paragraph of this Section 4.03, hold a conference call to discuss such reports and the results of operations for the relevant reporting period (which conference call, for the avoidance of doubt, may be held prior to such time that the annual or quarterly information and reports required by the first paragraph of this covenant are filed or otherwise furnished to Holders); and (b) announce by press release or post to the website of the Parent or any Restricted Subsidiary or on a non-public, password-protected website maintained by Parent, any Restricted Subsidiary or a third party, which may require a confidentiality acknowledgment (but not restrict the recipients of such information from trading securities of Parent or its respective affiliates), prior to the date of the conference call required to be held in accordance with clause (a) of this paragraph, the time and date of such conference call and either all information necessary to access the call or informing holders of Notes, bona fide prospective investors in the Notes, bona fide market makers in the Notes and bona fide securities analysts (to the extent providing analysis of an investment in the Notes) how they can obtain such information, including, without limitation, the applicable password or other login information; provided that, for the avoidance of doubt, Parent will be deemed to have satisfied the requirements of clause (a) of this paragraph if Parent holds a public earnings call to discuss such reports and the results of operations for the relevant reporting period and will be deemed to have satisfied the requirements of clause (b) of this paragraph if Parent announces any public earnings call on Form 8-K. Any person who requests or accesses such financial information or seeks to participate in any conference calls required by this Section 4.03 will be required to provide its email address, employer name and other information reasonably requested by the Issuer and represent to the Issuer (to the Issuer’s reasonable good faith satisfaction) that: (1) it is a Holder of the Notes, a beneficial owner of the Notes, a bona fide prospective investor in the Notes, a bona fide market maker in the Notes or a bona fide securities analyst providing an analysis of investment in the Notes; (2) it will not use the information in violation of applicable securities laws or regulations; (3) it will keep such provided information confidential and will not communicate the information to any Person; and (4) it (a) will not use such information in any manner intended to compete with the business of Parent and its Subsidiaries and (b) is not a Person (which includes such Person’s Affiliates) that (i) is principally engaged in a Similar Business or (ii) derives a significant portion of its revenues from operating or owning a Similar Business. Notwithstanding anything herein to the contrary, any failure to comply with this Section 4.03 and any Default or Event of Default resulting from such non-compliance shall be automatically cured when Parent, as the case may be, makes available all required reports to the Holders of the Notes. The Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their the covenants hereunder under this Indenture (as to which the Trustee is entitled to conclusively rely exclusively on an Officer’s CertificatesCertificate).

Reports and Other Information. Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers Company shall file with the SEC or otherwise make available on a website (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇E▇▇▇▇ system or the Parent’s or an IssuerCompany’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or posting or any other filing or posting described below has occurred, or to review or analyze any filings or postings) from and after the Issue Date, (1i) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2ii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3iii) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers Company shall post such reports on the Parent’s or an IssuerCompany’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act; provided, further, that the Company shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. For the avoidance of doubt, to the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the rights of the Holders described under ‎Section 6.01 if Holders of at least 30% in principal amount of the then total outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. In the event that (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC)the Company becomes a Guarantor of the Notes, the Company shall have satisfied its obligations under this ‎‎Section 4.03 by furnishing information relating to report at such parent entity’s level company; provided that, in the case of financial information, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a consolidated basis standalone basis, on the other hand. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and (2) annual financial information required by this ‎‎Section 4.03 shall include a reasonably detailed presentation, either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly on the face of the Capital Stock of Finance LLC financial statements or (ii) such parent entity of Finance LLC provides separate financial information in the footnotes thereto, and a in “Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries on separate from the one hand, financial condition and for any other material business on the other hand, then the information and reports required by this covenant may be those results of such parent company on a consolidated basis, rather than those operations of the IssuersCompany’s Unrestricted Subsidiaries. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, outstanding the Issuers Company shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee will not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with this Section 4.03 or to determine whether such reports, information or documents have been posted on any website or filed with the SEC.

Reports and Other Information. Notwithstanding that So long as any Securities are outstanding, the Issuers may Issuer shall provide the Trustee and, upon request, the Holders of the Securities: (i) within 90 days following the end of each fiscal year of the Issuer after the Issue Date, the audited year-end consolidated financial statements of the Issuer (including a consolidated balance sheet and the related consolidated statements of income or operations, shareholders’ (or members’) equity and cash flows, setting forth, in each case in comparative form, the figures for the previous comparable period, all in reasonable detail) of the Issuer (including the notes thereto). Such annual financial statements will be prepared in accordance with GAAP, such financial statements to be audited and accompanied by a report and opinion of an independent certified public accountant of nationally recognized standing, which report and opinion shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the reporting requirements scope of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and audit; and (ii) within 45 days following the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations end of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of in each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations year of the Exchange Act Issuer, unaudited consolidated financial statements of the Issuer (including a consolidated balance sheet and the related consolidated statements of income or operations, shareholders’ (or members’) equity and cash flows, setting forth, in each case in comparative form, the figures for the previous comparable period, all in reasonable detail) with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of the Exchange Act. In the event that (1) the rules and regulations of the SEC fiscal quarter (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLCnotes thereto), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged . Such quarterly financial statements will be prepared in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersaccordance with GAAP. In addition, to the extent not satisfied by the foregoing, for For so long as any Notes of the Securities are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, above information will be made available at the information required to be delivered pursuant to Rule 144A(d)(4) under office of the Securities ActPaying Agent. Delivery of such reports, information and documents to the Trustee is shall be for informational information purposes only and the Trustee’s receipt of such shall not not, in the absence of gross negligence, bad faith or willful misconduct on its part, constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificates).

Reports and Other Information. Notwithstanding that (a) Whether or not the Issuers may not be Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuers shall Issuer will furnish to the Holders or cause the Trustee to furnish to the Holders or post on its website or file with the SEC (and make available (without exhibits), without cost, to (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s for public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,availability: (1) within 90 days after the time end of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K by a non-accelerated filer), an annual report as would be required to be filed with the SEC on Form 10-K if the Issuer were required to file such reports; (2) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such other period then in effect under the rules and regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-K Q by a non-accelerated filer), annual reports a quarterly report as would be required to be filed with the SEC on Form 10-K, or any successor or comparable form, containing Q if the information Issuer were required to be contained therein, or required in file such successor or comparable form;reports; and (23) within as soon as practicable (and in any event no later than five days after the time period then in effect under the rules and regulations of promulgated under the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports Current Report on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, ) after the occurrence of an event required to be therein reported, such other reports a current report as would be required to be filed with the SEC on Form 8-KK if the Issuer were required to file such reports; provided, or however, that, if the last day of any successor or comparable form; in each casesuch period is not a Business Day, in a manner that complies such report will be due on the next succeeding Business Day. All such reports will be prepared in all material respects in accordance with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website within 15 days after the time they would have been required to file such information with the SEC, if they were subject to Sections 13 or 15(d) all of the Exchange Act. In the event that (1) the rules and regulations of the SEC applicable to such reports, except that such reports (including Rule x) will not be required to include separate financial information that would be required by Rules 3-10 and 3-16 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis X and (2y) either (i) such parent entity of Finance LLC will not be subject to the Trust Indenture Act. The Issuer will maintain a public or non-public website on which Holders, prospective investors and securities analysts are given access to the annual and quarterly financial information described above. If the website containing the financial reports is not engaged available to the public, the Issuer will direct Holders, prospective investors and securities analysts on its publicly available website to contact the Issuer to obtain access to the non-public website. (b) If the Issuer files reports with the SEC in any business in any material respect other than incidental to its ownership, directly or indirectly accordance with Section 13 of 15(d) of the Capital Stock Exchange Act, whether voluntarily or otherwise, in compliance with the filing periods specified in Section 4.03(a) hereof, then the Issuer shall be deemed to comply with this Section 4.03. For the avoidance of Finance LLC or (ii) doubt, such parent entity of Finance LLC provides reports need not include separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those Rules 3-10 and 3-16 of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to Regulation S-X. (c) To the extent not satisfied by the foregoing, the Issuer will agree that, for so long as any Notes are outstanding, the Issuers shall it will furnish to Holders and to Holders, securities analysts and prospective investorsinvestors in the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding anything herein to the contrary, the Issuer will not be deemed to have failed to comply with any of its obligations under this Section 4.03 for purposes of clause (3) under Section 6.01 hereof until 120 days after the date any report is due under this Section 4.03, and failure to comply with this Section 4.03 shall be automatically cured when the Issuer provides all required reports to the Holders (including to the Trustee for delivery to the Holders) or files all required reports with the SEC. The Trustee shall have no responsibility to determine whether any reports have been filed by the Issuer or posted on the Issuer’s website. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Issuer’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall Company will file with the SEC and promptly provide to the Trustee (and make available (without exhibits)upon written request provide the holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which the Company would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post Company will make available such reports on information to prospective purchasers of Notes in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the holders, in each case, within 15 days after the time they the Company would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Company or the Guarantors contemplated by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee in such event, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. If the Company has designated any Subsidiary as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that that: (1i) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers Company and the Parent (or any other direct or indirect parent company of Finance LLC), the Company to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly indirectly, of the Capital Stock capital stock of Finance LLC or the Company, or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity of Finance LLC provides separate entity’s level in a manner consistent with that described in this Section 4.02 for the Company will satisfy this Section 4.02, and the Company is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and a Management’s Discussion any of its Subsidiaries other than the Company and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries its Subsidiaries, on the one hand, and for any other material business the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, then the Company will make such information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuersavailable to prospective investors upon request. In addition, to the extent not satisfied by the foregoingCompany shall, for so long as any Notes are outstandingremain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding the foregoing, the Company will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if the Company has filed such reports with the SEC via the E▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or E▇▇▇▇ or any website under the indenture, or participate in any conference calls. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Officers’ Certificates).

Reports and Other Information. Notwithstanding (a) For so long as any Notes are outstanding: (i) if the Issuer is subject to the reporting requirements of the securities laws of Canada and is required to file information with one or more securities commissions in Canada (“Canadian Commissions”) pursuant to such laws, the Issuer shall furnish to the Trustee (and the Holders of the Notes and beneficial owners of the Notes, to the extent not otherwise available on the Canadian System for Electronic Document Analysis and Retrieval or the Issuer’s website), as promptly as is reasonably practicable after such information has been filed (which filing shall be made within 15 days after the time periods specified in the Canadian Commissions’ rules and regulations), including the following: (A) all quarterly and annual financial information that the Issuers Issuer is required to file pursuant to the securities laws of Canada with the Canadian Commissions, including in each case a “Management’s discussion and analysis of financial condition and results of operations,” annual or interim financial statements, as the case may not be be, and, with respect to the annual information only, an auditor’s report on the annual financial statements by the Issuer’s independent chartered accountants; and (B) all non-confidential material change reports, business acquisition reports, other current reports, financial statements, forms and circulars that the Issuer is required to file with the Canadian Commissions; (ii) if the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuers Issuer shall file with furnish to the SEC Trustee (and make available (without exhibits), without cost, to (i) the Holders of the Notes and beneficial owners of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly otherwise available on the SEC’s ▇▇▇▇▇ Electronic Data Gathering, Analysis and Retrieval system or the Parent’s or an Issuer’s public website), provided, however, that the Trustee as promptly as is reasonably practicable after such information has been filed (which filing shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuers shall post such reports on the Parent’s or an Issuer’s public website made within 15 days after the time they would have been periods specified in the SEC’s rules and regulations), including the following: (A) annual reports of the Issuer containing the information that is required to file such information with the SEC, if they were subject to Sections 13 or 15(d) of be contained in an Annual Report on Form 10-K under the Exchange Act. In the event that , including (1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a “Management’s Discussion discussion and Analysis analysis of Financial Condition financial condition and Results results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).operations,”

Reports and Other Information. (a) Notwithstanding that RGHL or the Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall RGHL will file with or furnish to the SEC (and make available (without exhibits)provide the Trustee and Holders with copies thereof, without cost, cost to (i) Holders of the Notes, upon their request, and (ii) the Trusteeeach Holder, within 15 days after it files such reports and information or furnishes them, as the case may be, with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date,): (1i) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filerregulations, annual reports on Form 1020-K, F (or any successor or comparable form applicable to RGHL within the time period for non-accelerated filers to the extent such term is applicable to such form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form); (2ii) within 60 days after the time period then in effect under end of each fiscal quarter, other than the rules and regulations fourth fiscal quarter of any year, the Exchange Act with respect to the filing of information that would be required by a report on Form 10-Q by a non-accelerated filer(or any successor or comparable form applicable to RGHL) (which information, for each of the first three fiscal quarters of each fiscal year, if RGHL is not required to file reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, will be furnished on Form 6-K (or any successor or comparable formform applicable to RGHL)); and (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported on Form 8-K (or any successor or comparable form applicable to RGHL), such other the information that would be required by a Form 8-K (or any successor or comparable form applicable to RGHL) (which information, if RGHL is not required to file reports on Form 8-K, K will be furnished on Form 6-K (or any successor or comparable formform applicable to RGHL)); in each caseprovided, in a manner however, that complies in all material respects with the requirements specified in such form; provided that the Issuers RGHL shall not be so obligated to file or furnish such reports with the SEC if the SEC does not permit such filingfiling or furnishing, in which event RGHL will post the Issuers shall post reports specified in the first sentence of this paragraph on its website within the time periods that would apply if RGHL were required to file those reports with the SEC. In addition, RGHL will make available such reports on information to prospective purchasers of Senior Notes, in addition to providing such information to the Parent’s or an Issuer’s public website Trustee and the Holders, in each case within 15 days after the time they RGHL would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In . (a) Notwithstanding the event that (1) provisions of Section 4.02(a), RGHL will be deemed to have filed or furnished such reports referred to above to the rules Trustee and regulations of the Holders if RGHL has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. (including Rule 3-10 of Regulation S-Xb) permit the Issuers and the Parent (or any other direct or indirect parent company of Finance LLC), to report at such parent entity’s level on a consolidated basis and (2) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a consolidated basis, rather than those of the Issuers. In addition, to the extent not satisfied by the foregoing, for so So long as any of the Senior Notes are outstandingremain outstanding and during any period during which RGHL is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Issuers shall furnish SEC with certain information pursuant to Rule 12g 3-2(b) of the Exchange Act, each Issuer will make available to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to by Rule 144A(d)(4) under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that RYAM and the Issuers Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuers shall RYAM will file with the SEC (and make available (without exhibits)upon written request provide the Trustee and holders with copies thereof, without costcost to each holder, to within 5 days after receipt of such request): (i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files such reports and information with the SEC, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (1) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a for non-accelerated filerfilers, annual reports on Form 10-K, K (or any successor or comparable form, ) containing the information required to be contained therein, therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (2ii) within the time period then specified in effect under the SEC’s rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a for non-accelerated filer, filers (except for each of any delay permitted by Rule 13a-13(a) promulgated under the first three fiscal quarters of each fiscal yearExchange Act), reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, (or any successor or comparable form; and) containing the information required to be contained therein (or required in such successor or comparable form), except to the extent permitted to be excluded by the SEC; (3iii) within the promptly from time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, time after the occurrence of an event required to be therein reportedreported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K, K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; in each caseand (iv) subject to the foregoing, in a manner that complies in all material respects any other information, documents and other reports which RYAM would be required to file with the requirements specified in such formSEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided provided, however, that the Issuers RYAM shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event RYAM will make available such information to prospective purchasers of Notes in addition to providing such information to the Issuers shall post such reports on Trustee and the Parent’s or an Issuer’s public website holders, in each case, within 15 5 days after the time they RYAM would have been be required to file such information with the SEC, SEC if they it were subject to Sections Section 13 or 15(d) of the Exchange Act. In Act as provided above; provided, further, that such reports will not be required to contain the event that (1) separate financial information for the rules and regulations of Company or the SEC (including Guarantors contemplated by Rule 3-10 of or Rule 3-16 under Regulation S-X) permit X promulgated by the Issuers and the Parent SEC (or any other direct or indirect parent company successor provision); provided, however, that textual disclosure of Finance LLC)assets, to report at such parent entity’s level on a consolidated basis revenue, EBITDA and liabilities of Subsidiaries that are not Guarantors (2if any) either (i) such parent entity of Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly of the Capital Stock of Finance LLC or (ii) such parent entity of Finance LLC provides separate financial information and a Management’s Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may shall be those of such parent company on a consolidated basis, rather than those of the Issuersincluded. In addition, addition to providing such information to the extent not satisfied by Trustee, RYAM shall make available to the foregoingholders, for so long as any Notes are outstanding, the Issuers shall furnish to Holders and to securities analysts and prospective investors, upon their request, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be delivered provided pursuant to Rule 144A(d)(4the foregoing clauses (i), (ii) under and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Securities ActTrustee shall have no responsibility to determine if such information has been posted on any website. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ Company’s compliance with any of their its covenants hereunder (as to which the Trustee is entitled to rely exclusively on OfficerOfficers’ Certificates). If RYAM or the Company has designated any of their Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of RYAM, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of RYAM, the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that: (i) the rules and regulations of the SEC permit RYAM and any direct or indirect parent of RYAM to report at such parent entity’s level on a consolidated basis and such parent entity is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of RYAM, or (ii) any direct or indirect parent of RYAM is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for RYAM will satisfy this Section 4.02, and RYAM is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to RYAM by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than RYAM and its Subsidiaries, on the one hand, and the information relating to RYAM and its Subsidiaries on a standalone basis, on the other hand. (c) In addition, RYAM will make such information available to prospective investors upon request. In addition, RYAM shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) The Company will furnish to the Notes Collateral Agent, on a quarterly basis, written notice of any change in the (a)(i) legal name of the Company or any Guarantor, (ii) jurisdiction of organization or formation of the Company or any Guarantor, (iii) identity or corporate structure of the Company or any Guarantor (iv) location of the registered office or chief executive office of the Company or any Guarantor or (b)(i) location of any Collateral that is moved to a new location in the United States or Canada and whether such new location is in a jurisdiction in which the Liens in favor of the Notes Collateral Agent are not yet perfected (other than any Collateral that is in transit) and (ii) any new location of standing timber or timber to be cut owned by the Company or a Guarantor, including a sufficient description of real property to which it relates. (e) Notwithstanding the foregoing, RYAM will be deemed to have furnished the reports referred to in this Section 4.02 to the Trustee and the holders if RYAM has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information has been posted on any website. (f) Delivery of such reports, information and documents to the Trustee or the Notes Collateral Agent pursuant to this Section 4.02 is for informational purposes only, and the Trustee’s or the Notes Collateral Agent’s receipt thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including RYAM’s or the Company’s compliance with any of its covenants under this Indenture, the Notes, the Guarantees or the Security Documents (as to which the Trustee and the Notes Collateral Agent are entitled to rely exclusively on Officers’ Certificates).