Common use of Reports and Other Information Clause in Contracts

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis basis, and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost a copy to the Trustee unless filed and each Holder, within 15 days after it files them with available on the SEC),’s ▇▇▇▇▇ website) from and after the Issue Date: (i) within 90 days after the time period specified in the SEC’s rules and regulationsend of each fiscal year, annual reports on Form 10-K (K, or any successor or comparable formform (if the Issuer had been a reporting company under Section 15(d) of the Exchange Act), containing substantially all the information that would be required to be contained therein (therein, or required in such successor or comparable form),; (ii) within 45 days after the time period specified in end of each of the SEC’s rules and regulationsfirst three fiscal quarters of each fiscal year, reports on Form 10-Q Q, or any successor or comparable form (if the Issuer had been a reporting company under Section 15(d) of the Exchange Act), containing substantially all the quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii) promptly from time to time after the occurrence of an a material event which would have been required to be therein reported on a Form 8-K or any successor or comparable form (and in any event within if the time period specified in Issuer had been a reporting company under Section 15(d) of the SEC’s rules and regulationsExchange Act), a current report relating to such other reports event on Form 8-K (or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Company would be required to file in a manner that complies in all material respects with the SEC if it were requirements specified in such form (except as described above or below and subject to Section 13 exceptions consistent with the presentation of information included or 15(d) of incorporated by reference in the Exchange ActOffering Memorandum); provided, however, that if at any time the Company Issuer shall not be so obligated to file such reports referred to in clauses (i), (ii) and (iii) above with the SEC or if the SEC does not permit such filing, in which event then the Company Issuer shall put such information on the primary website of the Company or its Subsidiaries in addition to providing make available such information to the Trustee Trustee, the Holders and the Holdersprospective purchasers of Notes, in each case within 15 10 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, to the Company shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuer shall furnish to the Holders of the Securities 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. (db) Notwithstanding the foregoing, 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company The Issuer may satisfy its obligations under this Section 4.02 4.03 with respect to financial information relating to the Company Issuer by furnishing financial information relating to HLT Parent or HWP (or any parent entity of HLT Parent or HWP) as long as HLT Parent or HWP (or any such direct parent entity of HLT Parent or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries HWP) provides a Guarantee of the Company on a standalone basis, on the other handNotes. (fc) Delivery If with respect to any reporting period(s) covered in the applicable report, the Issuer’s Unrestricted Subsidiaries would, individually or in the aggregate, constitute a “significant subsidiary” (as such term is defined in Rule 1-02 of reports, information and documents under this Section 4.02 Regulation S-X promulgated pursuant to the Trustee Securities Act (as such regulation is for in effect on the Issue Date)), then the applicable annual and quarterly financial information purposes only required by clauses (a)(i) and (a)(ii) above shall include a supplemental section in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” presenting (in a manner consistent with the TrusteeIssuer’s receipt historical practice) selected financial measures of such shall Unrestricted Subsidiaries in the aggregate (separate from the financial information of the Issuer and its Restricted Subsidiaries). (d) Notwithstanding anything herein to the contrary, the 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 its covenants obligations hereunder for purposes of clause (as iii) of Section 6.01(a) hereof until 120 days after the receipt of the written notice delivered thereunder. To the extent any information is not provided within the time periods specified in this Section 4.03 and such information is subsequently provided, the Issuer will be deemed to which the Trustee is entitled have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to rely exclusively (subject to Article 7) on Officers’ Certificates)have been cured.

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Company were subject to Section 13 or 15(d) of the Exchange Act), 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), (ii) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Company were subject to Section 13 or 15(d) of the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 shall not be deemed required to have furnished include in any such reports referred to above any information, certificates or reports required by Item 307 or 308 of Regulation S-K prior 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. (e) In the event that any direct or indirect parent effectiveness of the Company is or becomes a Guarantor of exchange offer contemplated by the Securities, the Company may satisfy its obligations under this Section 4.02 Registration Agreement with respect to financial information relating the Securities or the effectiveness of a Shelf Registration Statement with respect to the Company by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other handSecurities. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange ActAct (it being understood, that prior to the filing with the SEC of the exchange offer registration statement and/or shelf registration statement in accordance with the provisions of the registration rights agreement relating to the Securities, the Company shall not be required to include in such information any consolidating information, whether in summary form or otherwise, with respect to the Subsidiaries of the Company). (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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, (ex) such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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 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 (y) such requirements shall be deemed satisfied with respect to the fiscal quarter ending June 30, 2006 by (1) filing a report on Form 10-Q (or any successor or comparable form), (2) filing such registration statement and/or amendments thereto or (3) making available such information on the Company’s website, in addition to providing such information to the Trustee and the holders (it being understood, that the Company shall not be required to include in such information any consolidating information, whether in summary form or otherwise, with respect to the Subsidiaries of the Company), in each case within 75 days following the end of such fiscal quarter. In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 the rules and regulations promulgated by the SEC, from and after the Closing Date, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holdermake available to Holders and prospective purchasers of the Notes in the manner described in the following paragraph, within 15 days after it files them with the SEC), (i) within the time periods (including any grace period or extension permitted by the SEC) specified in the SEC’s rules and regulations that are then applicable to the Company (or if the Company is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations, ): (1) all financial information that would be required to be contained in an annual reports report on Form 10-K (K, 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 a report on the annual financial statements by the Company’s independent registered public accounting firm; (2) containing the all financial information that would be required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (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) containing the information all current reports that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which if the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actreports. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of Notwithstanding Section 4.06(a), if the Company is not engaged in any business in any material respect other than incidental then subject to its ownership, directly or indirectly, the reporting requirements of the capital stock Exchange Act, (i) such reports (A) shall not be required to comply with Section 302, Section 404 or Section 906 of the CompanyS▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307, 308 or 308T of Regulation S-K promulgated by the SEC (or any successor provision), (B) 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 (or any successor provision), (C) shall not be required to contain any separate financial information contemplated by Rule 3-05, Rule 3-09, Rule 3-10, Rule 3-16, Rule 13-01 or Rule 13-02 of Regulation S-X promulgated by the SEC (or any successor provision), (D) shall not be required to comply with Items 402, 405, 406, 407 and 601 of Regulation S-K promulgated by the SEC (or any successor provision), (E) shall not be required to contain segment reporting and disclosure (including any required by FASB Accounting Standards Codification Topic 280) or earnings per share information, (F) shall not be required to contain information regarding executive compensation and related party disclosure related to SEC Release Nos. 33-8732A, 34-54302A and IC-27444A, (G) shall not be required to contain any purchase accounting adjustments related to any transactions permitted under this Indenture to the extent it is not practicable to include any such consolidated reporting at adjustments in the financial statements, (H) shall not be required to contain any exhibits (including any financial statements that would be required to be filed as an exhibit) and (I) shall not be required to comply with rules or regulations promulgated by the SEC concerning Extensible Business Reporting Language (XBRL), (ii) no such parent entity’s level in a manner consistent with that described in this Section 4.02 for information and reports referenced under clause (3) above shall be required to be furnished if the Company shall satisfy this Section 4.02determines in its good faith judgment that such event is not material to the Holders or the business, assets, operations or financial position of Company and its Restricted Subsidiaries, taken as a whole and (iii) trade secrets and other information that would cause competitive harm to the Company and its Restricted Subsidiaries may be excluded from disclosures. (c) The Company shall make such information available to prospective investors upon request. In addition, to the Company shallextent not satisfied by the information required to be furnished pursuant to the preceding paragraph, for so long as any Notes are outstanding, and constitute “restricted securities” under Rule 144 under the Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted the Issuer agrees that, in order to furnish the SEC with certain information render such Notes eligible for resale pursuant to Rule 12g3-2(b) 144A, it will furnish to Holders and to securities analysts and prospective purchasers of the Exchange Act, furnish to the Holders of the Securities and to prospective investorsNotes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act unless the Company furnishes such information to the SEC pursuant to Section 13 or 15(d) of the Exchange Act. (d) Notwithstanding The requirements set forth in Sections 4.06(a) and 4.06(b) may be satisfied by the foregoingCompany, in its sole discretion, (i) filing the Company will be deemed to have furnished required reports with the SEC, (ii) posting the required reports on its website or (iii) delivering such reports referred to above information to the Trustee and the Holders if posting copies of such information on any website (which may be password-protected and nonpublic, and may be maintained by the Company has filed or a third party) to which access will be given to Holders, securities analysts and bona fide prospective purchasers of the Notes, in each case at the Company’s expense and in each case, who agrees to treat such reports with the SEC via the ▇▇▇▇▇ filing system and information as confidential or accesses such reports are publicly availableinformation on such password-protected website that will require a confidentiality acknowledgment. (e) In So long as any Notes are outstanding, the Company will also: (1) at any time after the Company releases its earnings for any annual or quarterly period, but in no event that any direct or indirect parent later than 10 Business Days after furnishing the financial information required by Section 4.06(a)(1) and (2) above, hold a conference call to discuss such financial information and the results of operations for the relevant reporting period (which conference call may, at the option of the Company is or becomes such Parent Entity, be the same conference call that the Company’s stockholders and/or equity research analysts are invited to); and (2) issue a Guarantor press release or otherwise announce (which announcement may be made available on the nonpublic website referred to in clause (iii) of the Securitiesimmediately preceding paragraph) no fewer than three Business Days prior to the date of the conference call required to be held in accordance with this paragraph, announcing the time and date of such conference call and either including all information necessary to access the call or directing noteholders, prospective investors, broker-dealers and securities analysts to contact the appropriate person at the Company to obtain such information. (f) 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 annual and quarterly financial information required by this Section 4.06 shall include a reasonably detailed presentation, as determined in good faith by Senior Management, 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 Company and its Restricted Subsidiaries separate from the financial condition and results of operations of any Unrestricted Subsidiaries. (g) The Company may satisfy its obligations under this Section 4.02 4.06 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parenta Parent Entity; provided that that, if such Parent Entity is not a Guarantor, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent Parent Entity (and any of its Subsidiaries other than the Company and its SubsidiariesParent Entities included in such information, if any), on the one hand, and the information relating to the Company, the Guarantors Company and the other its Restricted Subsidiaries of the Company on a standalone basis, on the other hand. For the avoidance of doubt, the consolidating information referred to in the proviso in the preceding sentence need not be audited. (fh) Notwithstanding anything to the contrary set forth above, if the Company or any Parent Entity has furnished the Holders of Notes the reports described in Section 4.06(a) and Section 4.06(c) or held conference calls with respect to the Company or any Parent Entity in accordance with Section 4.06(e), the Company shall be deemed to be in compliance with the provisions of this Section 4.06. (i) The Trustee shall have no duty to review or analyze reports delivered to it. Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information informational purposes only and the Trustee’s its receipt of such reports 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 its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Officer’s Certificates). The Trustee shall have no responsibility or liability for the filing, timeliness or content of any such report, information or other document. 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 Company Holdings 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 Company Holdings shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q 10Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company Holdings would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Company Holdings shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Holdings would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. ; provided, further, that notwithstanding the foregoing (i) with respect to the fiscal quarter ended September 30, 2003, Holdings may deliver to the Trustee the report described in clause (b) above at any time on or prior to December 31, 2003, (ii) with respect to the full fiscal year ending December 31, 2003, Holdings may deliver to the Trustee the report described in clause (a) above at any time on or prior to April 30, 2004 and, in each case, such reports may (x) exclude the guarantor footnote disclosure required under Rule 3-10 of Regulation S-X and (y) indicate that the purchase accounting therein is reflected on a preliminary basis and is subject to change and (iii) with respect to reports that Holdings is not required to file with the SEC pursuant to the immediately preceding proviso, if the Company and the Guarantors have not at such time failed to comply with their obligations to consummate an exchange offer (or a shelf registration, if applicable) pursuant to the Registration Agreement, such reports need not include any financial statements for full fiscal years ended on or prior to December 31, 2002 other than such financial statements included in the Offering Memorandum. In the event that: (i) the rules and regulations of the SEC permit the Company Holdings and any direct or indirect parent company of the Company Holdings to report at such parent entity’s 's level on a consolidated basis and (ii) such parent entity of the Company Holdings is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the CompanyHoldings, such consolidated reporting at such parent entity’s 's level in a manner consistent with that described in this Section 4.02 for the Company Holdings shall satisfy this Section 4.02. (c) The . Holdings and the Company shall make such information available also furnish to Holders, securities analysts and prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to prospective investors, upon their request, request the information required to be delivered pursuant to Rule 144 and Rule 144A(d)(4) under the Securities Act. Act (d) Notwithstanding the foregoingit being acknowledged and agreed that, the Company will be deemed to have furnished such reports referred to above prior 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. (e) In the event that any direct or indirect parent of the Company first date on which information is or becomes a Guarantor of the Securities, the Company may satisfy its obligations required to be provided under 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 the same is accompanied by consolidating information that explains in reasonable detail the differences between 4.02, the information relating to such direct or indirect parent and any of its Subsidiaries other than contained in the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Offering Memorandum is sufficient for this purpose). Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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’ Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 77 hereof) on Officers’ ' Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 the rules and regulations promulgated by the SECCommission, the Company shall will file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) Commission within the time period periods specified in the SECCommission’s rules and regulations that are then applicable to the Company (or if the Company is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations, ): (1) all quarterly and annual reports financial information that would be required to be contained in a filing with the Commission on Form Forms 10-Q (or any successor or comparable form) and 10-K (or any successor or comparable form) containing if the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual information only, a report on the annual financial statements by the Company’s certified independent accountants; and (2) all current reports that would be required to be contained therein (or required in such successor or comparable form), (ii) within filed with the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports Commission on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which if the Company would be were required to file such reports, in each case, in a manner that complies in all material respects with the SEC if it were subject to requirements specified in such form. (b) Notwithstanding Section 13 or 15(d) of the Exchange Act; provided4.06(a), however, that the Company shall will not be so obligated to file such reports with the SEC Commission if the SEC Commission does not permit such filing, in which event so long as the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing provides such information to the Trustee and the HoldersHolders and makes available such information to prospective purchasers of the Notes, in each case within 15 days after at the time Company’s expense and by the applicable date the Company would be required to file such information with the SEC if it were subject pursuant to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request4.06(a). In addition, to the Company shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company will furnish to the Holders of the Securities and to prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (dc) Notwithstanding the foregoing, the Company will The requirements set forth in Sections 4.06(a) and 4.06(b) may be deemed to have furnished satisfied by delivering such reports referred to above information to the Trustee and posting copies of such information on a website (which may be non-public and may be maintained by the Company or a third party) to which access will be given to Holders if and prospective purchasers of the Notes. (d) If the Company has filed designated any of its Subsidiaries as Unrestricted Subsidiaries and if any such reports with Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the SEC via Company, then the ▇▇▇▇▇ filing system quarterly and such reports are publicly availableannual financial information required by this Section 4.06 shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, 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 Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q 10Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) . Notwithstanding the foregoing, the Company shall not be required to deliver any reports or certificates pursuant to Items 307 and 308 of Regulation S-K unless required to be filed with the SEC. In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent company of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) . The Company shall will make such information available to prospective investors upon request. In addition, the Company shallhas agreed that, for so long as any Securities 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, it will furnish to the Holders of the Securities and to 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 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. (e) . In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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, with such financial information that satisfies Regulation S-X of the Securities Act and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth. In the event that any direct or indirect parent company of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parentparent company; 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 company and any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), , (i) within the time period specified in the SEC’s rules and regulations, 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), ) (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), , (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and and (iv) any other information, documents and other reports which the Company 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, within the time period the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put will make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company Holdings 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 Company Holdings shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company Holdings would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 shall post the Company reports specified above on its website within the time periods that would apply if Holdings were required to file those reports with the SEC. In addition, Holdings shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Notes, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Holdings would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) . In the event that: (i) the rules and regulations of the SEC permit the Company Holdings and any direct or indirect parent company of the Company Holdings to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Holdings is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the CompanyHoldings, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Holdings shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 77 hereof) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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 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). In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding From and after the Escrow Release Date, notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis basis, and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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, so long as any Notes are outstanding, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holderholders (with a copy to the Trustee), within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports by which the Company would be required to file such information or reports with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, Act as a non-accelerated filer: (i) all quarterly and annual information that the Company shall not would be so obligated required to file such be contained in reports on Forms 10-Q and 10-K (or any successor or comparable form) required to be filed with the SEC if the SEC does not permit Company were required to file such filingreports, in which event including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the Company shall put such annual information only, a report on the primary website of annual financial statements by the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Company’s independent registered public accounting firm; and (ii) all current reports that would be required to file such information be filed with the SEC on Form 8-K (or any successor or comparable form) if it the Company were subject required to Section 13 or 15(d) of the Exchange Actfile such reports. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may permitted to satisfy its obligations under 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 the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fc) Delivery In addition, the Company shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of reportsthe Exchange Act, or otherwise permitted to furnish the SEC with the information required by this Section 4.02, furnish to the holders of the Notes, to bona fide prospective investors, market makers affiliated with any initial purchaser of the Notes, and documents any bona fide securities analyst, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligation to furnish such information by making such information available electronically (including by posting to a non-public, password-protected website maintained by the Company or a third party) to any holder, bona fide prospective investor, market maker affiliated with any initial purchaser of the Notes or bona fide securities analyst, in each case, who provides to the Company its email address, employer name and other information reasonably requested by the Company. For purposes of this Section 4.02, any prospective investor or securities analyst shall be deemed “bona fide” if it certifies it is “bona fide.” (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 or submitted such reports with the SEC via the ▇▇▇▇▇ filing system (or successor electronic filing system) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information is publicly available. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for information 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 its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Company may Whether or not be Parent is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, so long as any Notes are outstanding, Parent shall have its annual consolidated financial statements audited by a nationally recognized firm of independent auditors and its interim consolidated financial statements reviewed by a nationally recognized firm of independent auditors in accordance with Statement on Auditing Standards No. 100 issued by the American Institute of Certified Public Accountants (or otherwise report on an any similar replacement standard). In addition, so long as any Notes are outstanding, Parent shall furnish to the Holders of the Notes the following reports: (1) (x) all annual and quarterly basis financial statements that would be required to be contained in a filing with the SEC on forms provided for Forms 10-K and 10-Q of Parent, if Parent were required to file such forms, plus a “Management’s Discussion and Analysis of Financial Condition and Results of Operations”; (y) with respect to the annual and quarterly reporting pursuant information, a presentation of EBITDA of Parent substantially consistent with the presentation thereof in the Offering Circular and derived from such financial information; and (z) with respect to rules and regulations promulgated the annual financial statements only, a report on the annual financial statements by the SEC, the Company shall file Parent’s independent registered public accounting firm; and (2) all information that would be required to be contained in filings with the SEC on Form 8-K under Items 1.01, 1.02, 1.03, 2.01, 2.05, 2.06, 4.01, 4.02, 5.01 and 5.02(b) and (c) (other than with respect to information otherwise required or contemplated by Item 402 of Regulation S-K) as in effect on the Issue Date if Parent were required to file such reports; provided, however, that (A) no such current report shall be required to include as an exhibit, or to include a summary of the terms of, any employment or compensatory arrangement agreement, plan or understanding between Parent (or any of its Subsidiaries) and provide any director, manager or executive officer, of Parent (or any of its Subsidiaries), (B) Parent shall not be required to make available any information regarding the Trustee and Holders with copies thereof, without cost occurrence of any of the events set forth in subclause (2) if Parent determines in its good faith judgment that the event that would otherwise be required to be disclosed is not material to the Trustee Holders of the Notes or the business, assets, operations, financial positions or prospects of Parent and each Holderits Restricted Subsidiaries taken as a whole, (C) no such current report shall 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 information contained therein (other than providing reconciliations of such non-GAAP information to extent included in the Offering Circular), (D) no such current report shall be required to comply with Regulation S‑X and (E) no such current report shall be required to provide any information that is not otherwise similar to information currently included in the Offering Circular. All such annual reports shall be furnished within 15 90 days after the end of the fiscal year to which they relate, and all such quarterly reports shall be furnished within 60 days after the end of the fiscal quarter to which they relate; provided that the annual report for the first fiscal year ending after the Issue Date shall be furnished within 120 days after the end of the fiscal year to which it files them with relates; and provided further that the SEC), (i) quarterly report for the first four fiscal quarters ending after the Issue Date shall be furnished within 75 days after the end of the fiscal quarter to which they relate. All such current reports shall be furnished within the time period periods specified in the SEC’s rules and regulationsregulations for reporting companies under the Exchange Act. Parent shall be deemed to have furnished the reports referred to clauses (1) and (2) above if the Issuer, annual reports on Form 10-K (Parent or any successor or comparable form) parent entity of Parent has filed reports containing the such information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC or otherwise furnished such information to Holders, provided that if it were subject such reports or information are filed or furnished, as applicable, by a parent entity of Parent, the same is accompanied by selected financial metrics or other disclosure that illustrates in reasonable detail the material differences (as determined in Parent’s sole discretion) between the information relating to Section 13 or 15(d) of such parent, on the Exchange Act; one hand, and the information relating to Parent and its Restricted Subsidiaries on a stand-alone basis, on the other hand, provided, however, that the Company Trustee shall have no responsibility whatsoever to determine if such filing has occurred. If Parent, the Issuer or any parent entity of Parent does not be so obligated to file reports containing such information with the SEC, then Parent will make available such information and such reports with the SEC if the SEC does not permit such filing, in which event the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee under this Indenture, to any Holder of the Notes and to any beneficial owner of the HoldersNotes, in each case within 15 days after the time the Company would be required to file by posting such information on Intralinks or any comparable password-protected online data system which shall require a confidentiality acknowledgment, and shall make such information readily available to any prospective investor, any securities analyst or any market maker in the Notes who (i) agrees to treat such information as confidential or (ii) accesses such information on Intralinks or any comparable password protected online data system which shall require a confidentiality acknowledgment; provided that Parent shall post such information thereon and make readily available any password or other login information to any such prospective investor, securities analyst or market maker. The Trustee shall have no obligation whatsoever to determine whether or not such information, documents or reports have been filed with the SEC if it were subject to Section 13 or 15(d) of the Exchange Acton Intralinks or any comparable password-protected online data system. (b) In the event that: (i) the rules and regulations Parent shall furnish to Holders of the SEC permit the Company Notes, securities analysts and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to prospective investors, upon their request, request 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. (d) Notwithstanding the foregoing, 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it the Company files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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),; (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form); provided, and however, that (iv1) any other information, documents and other reports which if the Company would be required to file with the SEC if it were is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act; provided, however, that the Company may complete any such reports as though our only registered securities are non-convertible debt securities and (2) 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 event, the Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries notes in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it the Company were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 shall 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 (or any successor system) or, if the Company is not subject to reporting under Section 13 or 15(d) of the Exchange Act and are not permitted to file such reports are with the SEC, if the Company posts such reports on its publicly availableavailable website. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (fc) Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its the covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesOfficer’s Certificates delivered under this Indenture).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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 of the SEC, so long as any Notes are outstanding, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holderholders (with a copy to the Trustee), within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports by which the Company would be required to file such information or reports with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, Act as a non-accelerated filer: (i) all quarterly and annual information that the Company shall not would be so obligated required to file such be contained in reports on Forms 10-Q and 10-K (or any successor or comparable form) required to be filed with the SEC if MCC were required to file such reports, including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the SEC does not permit such filingannual information only, in which event the Company shall put such information a report on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company annual financial statements by MCC’s independent registered public accounting firm; and (ii) all current reports that would be required to file such information be filed with the SEC on Form 8-K (or any successor or comparable form) if it MCC were subject required to Section 13 or 15(d) of the Exchange Actfile such reports. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may permitted to satisfy its obligations under in this Section 4.02 with respect to financial information relating to the Company MCC by furnishing financial information relating to such direct or indirect parent; provided that the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fc) Delivery In addition, the Company shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of reportsthe Exchange Act, or otherwise permitted to furnish the SEC with the information required by this Section 4.02, furnish to the holders of the Notes, to bona fide prospective investors, market makers affiliated with any Initial Purchaser of the Notes, and documents any bona fide securities analyst, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligation to furnish such information by making such information available electronically (including by posting to a non-public, password-protected website maintained by the Company or a third party) to any holder, bona fide prospective investor, market maker affiliated with any Initial Purchaser of the Notes or bona fide securities analyst, in each case, who provides to the Company its email address, employer name and other information reasonably requested by the Company. For purposes of this Section 4.02, any prospective investor or securities analyst shall be deemed “bona fide” if it certifies it is “bona fide.” The Company has further agreed, 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 the information required by this Section 4.02, within fifteen (15) Business Days after furnishing to the Trustee the annual and quarterly reports required by Sections 4.02(a)(i) and (ii), to hold a conference call to discuss with holders such reports and the results of operations for the relevant reporting period. (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 successor electronic filing system) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information is publicly available. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates)only.

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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, so long as any Notes are outstanding, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holderholders (with a copy to the Trustee), within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports by which the Company would be required to file such information or reports with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, Act as a non-accelerated filer: (i) all quarterly and annual information that the Company shall not would be so obligated required to file such be contained in reports on Forms 10-Q and 10-K (or any successor or comparable form) required to be filed with the SEC if the SEC does not permit Company were required to file such filingreports, in which event including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the Company shall put such annual information only, a report on the primary website of annual financial statements by the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Company’s independent registered public accounting firm; and (ii) all current reports that would be required to file such information be filed with the SEC on Form 8-K (or any successor or comparable form) if it the Company were subject required to Section 13 or 15(dfile such reports. The financial information required by clause (i) of the Exchange Actimmediately preceding paragraph will be required to include a footnote presenting the condensed consolidating financial information specified in Rule 3-10(f)(4) of Regulation S-X promulgated by the SEC (or any successor provisions) and textual disclosure of EBITDA if the non-Guarantors whose results are required to be consolidated for the purposes of presentation in accordance with GAAP of consolidated financial statements of the Company and its subsidiaries, if taken together as one subsidiary, would constitute a Significant Subsidiary of the Company for any of the periods presented in such financial information. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may permitted to satisfy its obligations under 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 the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fc) Delivery In addition, the Company shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of reportsthe Exchange Act, or otherwise permitted to furnish the SEC with the information required by this Section 4.02, furnish to the holders of the Notes, to bona fide prospective investors, market makers affiliated with any initial purchaser of the Notes, and documents any bona fide securities analyst, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligation to furnish such information by making such information available electronically (including by posting to a non-public, password-protected website maintained by the Company or a third party) to any holder, bona fide prospective investor, market maker affiliated with any initial purchaser of the Notes or bona fide securities analyst, in each case, who provides to the Company its email address, employer name and other information reasonably requested by the Company. For purposes of this Section 4.02, any prospective investor or securities analyst shall be deemed “bona fide” if it certifies it is “bona fide.” (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 or submitted such reports with the SEC via the ▇▇▇▇▇ filing system (or successor electronic filing system) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information is publicly available. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for information 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 its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), , (i) within the time period specified in the SEC’s rules and regulations, 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), ) (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), , (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and and (iv) any other information, documents and other reports which the Company 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, 37 within the time period the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Notes, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company Holdings 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 Company Holdings shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q 10Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company Holdings would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Company Holdings shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Holdings would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. . In addition, to the extent not satisfied by the foregoing, Holdings shall, for so long as any notes are outstanding, 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 (b) it being acknowledged and agreed that, prior to the first date on which the information is required to be provided under this Section 4.02, the information contained in the Offering Memorandum is sufficient for this purpose). In the event that: (i) the rules and regulations of the SEC permit the Company Holdings and any direct or indirect parent company of the Company Holdings to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Holdings is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the CompanyHoldings, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Holdings shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In ; provided that in the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy satisfies its obligations under this Section 4.02 with respect though such parent entity reporting, the Company shall also provide applicable periodic summary guarantor/non-guarantor disclosure similar to financial that set forth in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of the Offering Memorandum to holders within 90 days after the end of each fiscal year and 60 days after the end of each of the first three fiscal quarters of each fiscal year. Such summary disclosure shall be provided to Holders by inclusion in the periodic filings of such reporting parent entity, through filings of reports on Form 8-K by the Company or such parent entity or by posting of such summary disclosure on the investor relations or other comparable area of Parent’s website (and providing such information relating to the Company by furnishing financial information relating Trustee for distribution to holders concurrently with such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) internet posting). Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 77 hereof) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that The Borrower shall provide the Company may not Administrative Agent for distribution to the Lenders, within 15 days after the time the Borrower would otherwise be required to file such information with the SEC if it were 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC)Act, (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, quarterly reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Borrower and any direct or indirect parent of the Company Borrower to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Borrower is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the CompanyBorrower, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 6.02 for the Company Borrower shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request6.02. In addition, the Company shall, for so long as any Securities 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 such requirements shall be deemed satisfied with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish respect to the Holders of the Securities and to prospective investorsfiscal year ending March 31, upon their request2007, the by providing such 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 such reports referred to above to the Trustee and Administrative Agent within 90 days following the Holders if the Company has filed end of such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. (e) fiscal year. In the event that any direct or indirect parent of the Company is or becomes a Guarantor of Borrower guarantees the SecuritiesLoans, the Company Borrower may satisfy its obligations under this Section 4.02 6.02 with respect to financial information relating to the Company Borrower by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company Borrower and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors Borrower and the other Subsidiaries of the Company Borrower on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act.. TRDOCS01/76765.8 (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 such reports referred to above to the Trustee and the Holders if the Company has filed such reports with the SEC via the ▇▇▇▇▇ EDGAR filing system and such reports are publicly available. (e) publi▇▇▇ ▇vailable. In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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, with such financial information that satisfies Regulation S-X of the Securities Act 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). In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to 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 Circular. Notwithstanding the foregoing, the Company 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: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, such consolidated consolidating reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.024.02 and this Indenture will permit the Company 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 any of its Subsidiaries other than the Issuers and their Subsidiaries, on the one hand, and the information relating to the Issuers, the Guarantors and the other Subsidiaries of the Issuers on a standalone basis, on the other hand. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In addition, such requirements shall be deemed satisfied prior to the event that any direct or indirect parent commencement of the Company is or becomes a Guarantor of exchange offer contemplated by the Securities, the Company may satisfy its obligations under this Section 4.02 with respect to financial information Registration Agreement relating to the Company Securities or the effectiveness of the shelf registration statement by furnishing financial information relating (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 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 such direct be provided to the Trustee and the Holders on the Company’s public website (or indirect 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 public website of any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) parent companies). Delivery of reports, information and documents under this Section 4.02 to the Trustee hereunder is for information informational purposes only and the Trustee’s receipt of any 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 compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates or certificates or statements delivered to the Trustee pursuant to Section 4.09).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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, so long as any Notes are outstanding, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holderholders (with a copy to the Trustee), within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports by which the Company would be required to file such information or reports with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, Act as a non-accelerated filer: (i) all quarterly and annual information that the Company shall not would be so obligated required to file such be contained in reports on Forms 10-Q and 10-K (or any successor or comparable form) required to be filed with the SEC if the SEC does not permit Company were required to file such filingreports, in which event including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the Company shall put such annual information only, a report on the primary website of annual financial statements by the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Company’s independent registered public accounting firm; and (ii) all current reports that would be required to file such information be filed with the SEC on Form 8-K (or any successor or comparable form) if it the Company were subject required to Section 13 or 15(d) of the Exchange Actfile such reports. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may permitted to satisfy its obligations under 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 the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fc) Delivery In addition, the Company shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of reportsthe Exchange Act, or otherwise permitted to furnish the SEC with the information required by this covenant, furnish to the holders of the Notes, to bona fide prospective investors, market makers affiliated with any initial purchaser of the Notes, and documents any bona fide securities analyst, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligation to furnish such information by making such information available electronically (including by posting to a non-public, password-protected website maintained by the Company or a third party) to any holder, bona fide prospective investor, market maker affiliated with any initial purchaser of the Notes or bona fide securities analyst, in each case, who provides to the Company its email address, employer name and other information reasonably requested by the Company. For purposes of this covenant, any prospective investor or securities analyst shall be deemed “bona fide” if it certifies it is “bona fide.” The Company has further agreed, 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 the information required by this Section 4.02, within 15 Business Days after furnishing to the Trustee the annual and quarterly reports required by Sections 4.02(a)(i) and (ii), to hold a conference call to discuss with holders such reports and the results of operations for the relevant reporting period. (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 successor electronic filing system) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information is publicly available. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates)only.

Reports and Other Information. (a) Notwithstanding that the Company Holdings 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 Company Holdings shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q 10Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company Holdings would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Company Holdings shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Holdings would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. . In addition, to the extent not satisfied by the foregoing, Holdings shall, for so long as any notes are outstanding, 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 (b) it being acknowledged and agreed that, prior to the first date on which the information is required to be provided under this Section 4.02, the information contained in the Offering Circular is sufficient for this purpose). In the event that: (i) the rules and regulations of the SEC permit the Company Holdings and any direct or indirect parent company of the Company Holdings to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Holdings is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the CompanyHoldings, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Holdings shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 77 hereof) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form),, and (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and Rexnord Corporation or any other direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) files reports as set forth above and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, or (ii) for so long as Rexnord Corporation or any other direct or indirect parent of the Company is a Guarantor of the Securities, such consolidated consolidating reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.024.02 and this Indenture will permit the Company to satisfy its obligations in this Section 4.02 by furnishing 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 the Issuers and their Subsidiaries, on the one hand, and the information relating to the Issuers and the Subsidiaries of the Issuers on a standalone basis, on the other hand. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of reports, information and documents under this Section 4.02 to the Trustee hereunder is for information informational purposes only and the Trustee’s receipt of any 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 compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject on Officer’s Certificates or certificates or statements delivered to Article 7) the Trustee pursuant to Section 4.09). The Trustee shall not be obligated to monitor or confirm, on Officers’ Certificates)a continuing basis or otherwise, compliance with the covenants or with respect to any reports or other documents filed with the SEC or ▇▇▇▇▇ or any website under this Indenture, or participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), 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), (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Securities, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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, with such financial information that satisfies Regulation S-X of the Securities Act 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). In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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 of the SEC, so long as any Notes are outstanding, the Company Issuer shall file with provide to the SEC (Holders and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within copies of the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing and of the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which (or copies of such portions of any of the Company foregoing as the SEC may from time to time by rules and regulations prescribe) that the Issuer would be required to file with the SEC if it were subject pursuant to Section 13 or Section 15(d) of the Exchange Act; providedAct and (ii) cash and cash equivalents balance for each of the Issuer and the Operating Company, howeverseparately, for each quarterly and annual reporting period. The Issuer shall be deemed to have complied with the previous sentence to the extent that the Company shall not be so obligated to file such information, documents and reports are filed with the SEC if the SEC does not permit such filingvia E▇▇▇▇, in which event the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actany successor electronic delivery procedure. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to Issuer shall furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders of the Securities and to prospective investors, 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. (c) To the extent any information is not provided within the time periods specified in this Section 10.09 and such information is subsequently provided, 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. (d) Notwithstanding The Trustee shall have no liability or responsibility for the foregoingfiling, 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. delivery, timeliness or content of any report required or delivered hereunder or in connection herewith (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents any report required under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates7.02 hereof).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis basis, and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ EDGAR filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within 90 days after the time end of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by the filing with the SEC of the Exchange Offer Registration Statement and/or shelf registration statement in accordance with the provisions of such Registration 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). In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the 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, so long as any Notes are outstanding, the Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost will furnish to the Trustee and each Holderholders (with a copy to the Trustee), within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports by which the Company would be required to file such information or reports with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, Act as a non-accelerated filer: (i) all quarterly and annual information that the Company shall not would be so obligated required to file such be contained in reports on Forms 10-Q and 10-K (or any successor or comparable form) required to be filed with the SEC if the SEC does not permit Company were required to file such filingreports, in which event including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the Company shall put such annual information only, a report on the primary website of annual financial statements by the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Company’s independent registered public accounting firm; and (ii) all current reports that would be required to file such information be filed with the SEC on Form 8-K (or any successor or comparable form) if it the Company were subject required to Section 13 or 15(dfile such reports. The financial information required by clause (i) of the Exchange Actimmediately preceding paragraph will be required to include a footnote presenting the condensed consolidating financial information specified in Rule 3-10(f)(4) of Regulation S-X promulgated by the SEC (or any successor provisions) and textual disclosure of EBITDA if the non-Guarantors whose results are required to be consolidated for the purposes of presentation in accordance with GAAP of consolidated financial statements of the Company and its subsidiaries, if taken together as one subsidiary, would constitute a Significant Subsidiary of the Company for any of the periods presented in such financial information. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may permitted to satisfy its obligations under 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 the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fc) Delivery In addition, the Company shall, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of reportsthe Exchange Act, or otherwise permitted to furnish the SEC with the information required by this covenant, furnish to the holders of the Notes, to bona fide prospective investors, market makers affiliated with any initial purchaser of the Notes, and documents any bona fide securities analyst, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company may satisfy its obligation to furnish such information by making such information available electronically (including by posting to a non-public, password-protected website maintained by the Company or a third party) to any holder, bona fide prospective investor, market maker affiliated with any initial purchaser of the Notes or bona fide securities analyst, in each case, who provides to the Company its email address, employer name and other information reasonably requested by the Company. For purposes of this covenant, any prospective investor or securities analyst shall be deemed “bona fide” if it certifies it is “bona fide.” (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 successor electronic filing system) and such reports are publicly available, it being understood that the Trustee shall have no responsibility to determine if such information is publicly available. (e) Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for information 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 its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, this Indenture will permit the Company may Issuer to satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding From and after the Escrow Release Date, notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act., it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. -43- (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis basis, and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇E▇▇▇▇ filing system and such reports are publicly available. (e) ; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. In addition, such requirements shall be deemed satisfied prior to the commencement, if required, of the exchange offer contemplated by the Registration Rights Agreement relating to the Securities or the effectiveness of the Shelf Registration Statement by 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). In the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor of the SecuritiesGuarantor, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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’ Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 4B.02 for the Company shall satisfy this Section 4.024B.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under this Section 4.02 4B.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).constructive

Reports and Other Information. (a) Notwithstanding that the 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 The Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost furnish to the Trustee and each Holder, within 15 days after it files them with the SEC),following: (i) within 15 days after the time period specified in date by which the annual report on Form 10-K of the Company for each fiscal year is required to be filed pursuant to the SEC’s rules and regulationsregulations (after giving effect to any extension thereof), the annual reports report 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),, except to the extent permitted to be excluded by the SEC; (ii) within 15 days after the time period specified in date by which the quarterly report on Form 10-Q of the Company for each of the first three fiscal quarters of each fiscal year is required to be filed pursuant to the SEC’s rules and regulationsregulations (after giving effect to any extension thereof), reports the quarterly report on Form 10-Q (or any successor or comparable form) 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; (iii) promptly from time to time after the occurrence same becomes publicly available, copies of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), all such other current reports on Form 8-K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; and (iv) subject to the foregoing, any other information, documents and other reports which the Company would be is required to file with the SEC if it were subject pursuant to Section 13 or and 15(d) of the Exchange Act; . provided, however, that the Company shall not be so obligated to file or furnish, as applicable, such reports with the SEC if the SEC does not permit such filing, in which event the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing will make available such information to the Trustee and the Holdersholders, in each case case, within 15 days after the time the Company would be required to file or furnish, as applicable such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act as provided above (after giving effect to any extension thereof); 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); provided, however, that textual disclosure of assets, revenue, EBITDA and liabilities of Subsidiaries that are not Guarantors (if any) shall be included. Substantially concurrently with furnishing the foregoing information to the Trustee, the Company shall use its commercially reasonable efforts to make available to the holders, bona fide prospective investors in the Notes (which prospective investors may be limited to “qualified institutional buyers” within the meaning of Rule 144A of the Securities Act, institutional “accredited investors” as described in Rule 501(a)(1), (2), (3) or (7) under the Securities Act or non-U.S. Persons (as defined in Regulation S under the Securities Act) that certify their status as such to the satisfaction of the Company) and securities analysts (solely to the extent providing analysis of an investment in the Notes) the foregoing information, by posting such information to its website, with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) 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. 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 Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee shall have no liability or responsibility for the filing, timeliness or content of any such report. (b) In The Company may condition the event that: delivery of any information pursuant to this Section 4.02 (other than the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act) on the agreement of such Persons to (i) treat all such information as confidential, (ii) not use such information for any purpose other than their investment or potential investment in the rules Notes and regulations (iii) not publicly disclose any such information. The Company may deny access to any competitively sensitive information and reports otherwise to be provided pursuant to this covenant to any Person that is a competitor of the SEC permit Company or its Subsidiaries to the extent that the Company determines in good faith that the provision of such information and reports to such Person would be competitively harmful to the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02Subsidiaries. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 holders of the Securities 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 (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 and (iv) location of the registered office or chief executive office of the Company or any Guarantor. (e) Notwithstanding the foregoing, the Company will be deemed to have furnished such the reports referred to above in this Section 4.02 to the Trustee and the Holders holders if the Company has filed such reports with with, or furnished such reports to, as the case may be, the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 it being understood that the same is accompanied by consolidating Trustee shall have no responsibility to determine if such information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and has been posted on any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other handwebsite. (f) Delivery of such reports, information and documents under to the Trustee or the Notes Collateral Agent pursuant to this Section 4.02 to the Trustee is for information informational purposes only only, and the Trustee’s or the Notes Collateral Agent’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 its covenants hereunder under this Indenture, the Notes, the Guarantees or the Security Documents (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Company may Whether or not be Parent is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, so long as any Notes are outstanding, Parent shall have its annual consolidated financial statements audited by a nationally recognized firm of independent auditors and its interim consolidated financial statements reviewed by a nationally recognized firm of independent auditors in accordance with Statement on Auditing Standards No. 100 issued by the American Institute of Certified Public Accountants (or otherwise report on an any similar replacement standard). In addition, so long as any Notes are outstanding, Parent shall furnish to the Holders of the Notes the following reports: (1) (x) all annual and quarterly basis financial statements that would be required to be contained in a filing with the SEC on forms provided for Forms 10-K and 10-Q of Parent, if Parent were required to file such forms, plus a “Management’s Discussion and Analysis of Financial Condition and Results of Operations”; (y) with respect to the annual and quarterly reporting pursuant information, a presentation of EBITDA of Parent substantially consistent with the presentation thereof in the Offering Circular and derived from such financial information; and (z) with respect to rules and regulations promulgated the annual financial statements only, a report on the annual financial statements by the SEC, the Company shall file Parent’s independent registered public accounting firm; and (2) all information that would be required to be contained in filings with the SEC on Form 8-K under Items 1.01, 1.02, 1.03, 2.01, 2.05, 2.06, 4.01, 4.02, 5.01 and 5.02(b) and (c) (other than with respect to information otherwise required or contemplated by Item 402 of Regulation S-K) as in effect on the Issue Date if Parent were required to file such reports; provided, however, that (A) no such current report shall be required to include as an exhibit, or to include a summary of the terms of, any employment or compensatory arrangement agreement, plan or understanding between Parent (or any of its Subsidiaries) and provide any director, manager or executive officer, of Parent (or any of its Subsidiaries), (B) Parent shall not be required to make available any information regarding the Trustee and Holders with copies thereof, without cost occurrence of any of the events set forth in subclause (2) if Parent determines in its good faith judgment that the event that would otherwise be required to be disclosed is not material to the Trustee Holders of the Notes or the business, assets, operations, financial positions or prospects of Parent and each Holderits Restricted Subsidiaries taken as a whole, (C) no such current report shall 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 information contained therein (other than providing reconciliations of such non-GAAP information to extent included in the Offering Circular), (D) no such current report shall be required to comply with Regulation S-X and (E) no such current report shall be required to provide any information that is not otherwise similar to information currently included in the Offering Circular. All such annual reports shall be furnished within 15 90 days after the end of the fiscal year to which they relate, and all such quarterly reports shall be furnished within 60 days after the end of the fiscal quarter to which they relate; provided that the annual report for the first fiscal year ending after the Issue Date shall be furnished within 120 days after the end of the fiscal year to which it files them with relates; and provided further that the SEC), (i) quarterly report for the first four fiscal quarters ending after the Issue Date shall be furnished within 75 days after the end of the fiscal quarter to which they relate. All such current reports shall be furnished within the time period periods specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of regulations for reporting companies under the Exchange Act; provided. Parent shall be deemed to have furnished the reports referred to clauses (1) and (2) above if the Issuer, howeverParent or any parent entity of Parent has filed reports containing such information with the SEC. If Parent, that the Company shall Issuer or any parent entity of Parent does not be so obligated to file reports containing such information with the SEC, then Parent will make available such information and such reports with the SEC if the SEC does not permit such filing, in which event the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee under this Indenture, to any Holder of the Notes and to any beneficial owner of the HoldersNotes, in each case within 15 days after the time the Company would be required to file by posting such information on Intralinks or any comparable password-protected online data system which shall require a confidentiality acknowledgment, and shall make such information readily available to any prospective investor, any securities analyst or any market maker in the Notes who (i) agrees to treat such information as confidential or (ii) accesses such information on Intralinks or any comparable password-protected online data system which shall require a confidentiality acknowledgment; provided that Parent shall post such information thereon and make readily available any password or other login information to any such prospective investor, securities analyst or market maker. The Trustee shall have no obligation whatsoever to determine whether or not such information, documents or reports have been filed with the SEC if it were subject to Section 13 or 15(d) of the Exchange Acton Intralinks or any comparable password-protected online data system. (b) In the event that: (i) the rules and regulations Parent shall furnish to Holders of the SEC permit the Company Notes, securities analysts and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to prospective investors, upon their request, request 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. (c) If Parent 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 Parent, then the annual and quarterly information required by 4.03(a)(1) shall include a presentation of selected financial metrics (in Parent’s sole discretion) of such Unrestricted Subsidiaries as a group in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” (d) Notwithstanding the foregoing, 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company Parent may satisfy its obligations under this Section 4.02 4.03 with respect to financial information relating to the Company Parent by furnishing financial information relating to such direct or indirect parentany parent entity of Parent; provided that the same is accompanied by consolidating information selected financial metrics that explains in reasonable detail show the differences (in Parent’s sole discretion) between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Company and its Subsidiariesparent, on the one hand, and the information relating to the Company, the Guarantors Parent and the other its Restricted Subsidiaries of the Company on a standalone stand-alone basis, on the other hand. (fe) Delivery of reports, information and documents under this Section 4.02 Notwithstanding anything herein to the Trustee is for information purposes only and the Trustee’s receipt of such shall contrary, Parent 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 its covenants obligations hereunder for purposes of clause (as iii) of Section 6.01(a) hereof until 120 days after the receipt of the written notice delivered thereunder. To the extent any information is not provided within the time periods specified in this Section 4.03 and such information is subsequently provided, Parent will be deemed to which the Trustee is entitled have satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to rely exclusively (subject to Article 7) on Officers’ Certificates)have been cured.

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SECupon their request), , (i) within the time period specified in the SEC’s rules and regulations, 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), ) (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), , (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and and (iv) any other information, documents and other reports which the Company 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, within the time period the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information on the primary website to prospective purchasers of the Company or its Subsidiaries Notes, in addition to providing such information to the Trustee and the HoldersHolders upon their request, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), ) such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 4A.02 for the Company shall satisfy this Section 4.024A.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under this Section 4.02 4A.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, NY1:1657728.6 S- (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (ia) within 90 days after the time end of each fiscal year (or such longer period specified in as may be permitted by the SEC’s rules and regulationsSEC if the Company were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), 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), (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such longer period specified in as may be permitted by the SEC’s rules and regulationsSEC if the Company were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), quarterly reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iiic) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (ivd) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put such information on the primary website of the Company or its Subsidiaries website, in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. . For avoidance of doubt, the obligations of the Company under this Section 4.02 shall commence with respect to the Company’s first fiscal quarter that ends after the Issue Date. In addition, to the extent not satisfied by the foregoing, the Company shall, for so long as any Securities are outstanding, 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. Notwithstanding the foregoing, the Company will be deemed to have furnished such reports referred to above to the Trustee and the Holders if it has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available. Notwithstanding the foregoing, the requirement to provide the information and reports referred to in clauses (a) and (b) above shall be deemed satisfied prior to the commencement of the Registered Exchange Offer or the effectiveness of a Shelf Registration Statement relating to the registration of the Securities under the Securities Act by the filing (within the time periods specified for such filings in the registration rights agreement) with the SEC of a registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X under the Securities Act. In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent company of the Company to report at such parent entity’s level on a consolidated basis and (ii) and such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, or (ii) any direct or indirect parent of the Company becomes a Guarantor of the Securities, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall will satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 the same 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 the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors Company and the other its Subsidiaries of the Company on a standalone stand alone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SECthereof by posting such information on its primary website), (i1) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Issuer were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act), 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),, 509335-1996-14206-13941291 (ii2) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Issuer were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv4) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; providedin each case in a manner that complies in all material respects with the requirements specified in such form. Notwithstanding the foregoing, howeverthe Issuer will be deemed to 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)), that the Company shall not be so obligated to file has filed such reports with the SEC if via the SEC does not permit ▇▇▇▇▇ filing system and such filing, in which event the Company shall put such information on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actreports are publicly available. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and If at any time any direct or indirect parent of the Company to report at such parent entity’s level on Issuer (x) is or becomes a consolidated basis and (ii) such parent entity guarantor of the Company is not engaged in Notes (there being no obligation of any business in any parent to do so), (y) holds no material respect assets other than incidental to its ownershipcash, directly or indirectly, Cash Equivalents and the Capital Stock of the capital stock Issuer or of any direct or indirect parent corporation of the CompanyIssuer (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 (or any successor provision), such consolidated reporting at such parent entity’s level in a manner consistent with that described in the reports, information and other documents required to be filed and furnished to Holders of the Notes pursuant to this Section 4.02 for 4.03 may, at the Company shall satisfy this Section 4.02option 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 Company shall Issuer will make such information available to prospective investors upon request. In addition, the Company shallIssuer has agreed that, for so long as any Securities 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, it will furnish to the Holders of the Securities 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) 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. 509335-1996-14206-13941291 (e) Notwithstanding anything herein to the foregoingcontrary, the Company Issuer will not be deemed to have furnished such reports referred failed to above 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 the Trustee and the Holders if the Company has be filed such reports with the SEC via (or otherwise made available to Holders or the ▇▇▇▇▇ filing system and such reports are publicly available. (eTrustee) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under pursuant to 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand4.03. (f) Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇E▇▇▇▇ filing system and such reports are publicly available. (e) . In addition, such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such Registration 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). In the event that any direct or indirect parent of the Company Issuer is or becomes a Note Guarantor of the Securities, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Note Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and SEC(and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC),): (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis basis, and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ea) In So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor guarantor of the SecuritiesGuaranteed Obligations, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent parent, and any of its their respective Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Subsidiary Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Company 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 Company Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, 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), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Company 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 Company Issuer shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company Issuer and any direct or indirect parent of the Company Issuer to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock Capital Stock of the CompanyIssuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company Issuer shall satisfy this Section 4.02. (c) The Company Issuer shall make such information available to prospective investors upon request. In addition, the Company Issuer shall, for so long as any Securities 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 Securities and to 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 Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Company Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available. (e) ; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. In addition, such requirements shall be deemed satisfied prior to the commencement, if required, of the exchange offer contemplated by the Registration Rights Agreement relating to the Securities or the effectiveness of the Shelf Registration Statement by 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). In the event that any direct or indirect parent of the Company Issuer is or becomes a Guarantor of the SecuritiesGuarantor, the Company Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Company Issuer by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company Issuer and its Subsidiaries, on the one hand, and the information relating to the CompanyIssuer, the Guarantors and the other Subsidiaries of the Company Issuer on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ CertificatesCertificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Company were subject to Section 13 or 15(d) of the Exchange Act), 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), (ii) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Company were subject to Section 13 or 15(d) of the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Company shall satisfy this Section 4.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under 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 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) Delivery of reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange ActAct (it being understood, that prior to the filing with the SEC of the exchange offer registration statement and/or shelf registration statement in accordance with the provisions of the registration rights agreement relating to the Securities, the Company shall not be required to include in such information any consolidating information, whether in summary form or otherwise, with respect to the Subsidiaries of the Company). (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 4A.02 for the Company shall satisfy this Section 4.024A.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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, (ex) such requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Agreement relating to the Securities or the effectiveness of the shelf registration statement by 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 and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4A.02(a) and (y) such requirements shall be deemed satisfied with respect to the fiscal quarter ending June 30, 2006 by (1) filing a report on Form 10-Q (or any successor or comparable form), (2) filing such registration statement and/or amendments thereto or (3) making available such information on the Company’s website, in addition to providing such information to the Trustee and the holders (it being understood, that the Company shall not be required to include in such information any consolidating information, whether in summary form or otherwise, with respect to the Subsidiaries of the Company), in each case within 75 days following the end of such fiscal quarter. In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under this Section 4.02 4A.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).

Reports and Other Information. (a) Notwithstanding that the 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 Company shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to the Trustee and each Holder, within 15 days after it files them with the SEC), (i) , within the time period periods specified in the SEC’s rules and regulations, : (i) annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, quarterly reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained filed therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other current reports on Form 8-K (or any successor or comparable form), following the occurrence of an event required to be therein reported, and (iv) any other information, documents and other reports which the Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that 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 Company shall put make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (b) In the event that: (i) the rules and regulations of the SEC permit the Company and any direct or indirect parent of the Company to report at such parent entity’s level on a consolidated basis and (ii) such parent entity of the Company is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the capital stock of the Company, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 4B.02 for the Company shall satisfy this Section 4.024B.02. (c) The Company shall make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities 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 Securities and to 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 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. (e) . In the event that any direct or indirect parent of the Company is or becomes a Guarantor of the Securities, the Company may satisfy its obligations under this Section 4.02 4B.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect 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 any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company, the Guarantors and the other Subsidiaries of the Company on a standalone basis, on the other hand. (f) . Delivery of such reports, information and documents under this Section 4.02 to the Trustee is for information 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 its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7) on Officers’ Certificates).of