Common use of Reports by Company and the Guarantors Clause in Contracts

Reports by Company and the Guarantors. (a) Whether or not required by the rules and regulations of the SEC, the Company shall deliver to the Trustee, within 15 days after the date such reports would be required to be filed with the SEC if the Company were required to file such reports pursuant to Section 13 or 15(d) of the Exchange Act, copies of all annual and quarterly reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that it would be required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act if the Company were required to file such reports. To the extent required by law or the rules and regulations of the SEC, the Company also shall comply with the provisions of TIA Section 314(a). (b) For so long as any Restricted Securities are outstanding, the Company agrees that, in order to render such Restricted Securities eligible for resale pursuant to Rule 144A under the Securities Act, it will make available, upon request, to any Holder of Restricted Securities or prospective purchasers of Restricted Securities the information specified in Rule 144A(d)(4), unless the Company files or furnishes such information to the SEC pursuant to Section 13 or 15(d) of the Exchange Act. (c) Delivery of such reports and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the compliance by each of the Company and the Guarantors with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).

Reports by Company and the Guarantors. (a) Whether or not required by the rules and regulations of the SEC, the Company shall deliver to the Trustee, within 15 days after the date such reports would be required to be filed with the SEC if the Company were required to file such reports pursuant to Section 13 or 15(d) of the Exchange Act, copies of all annual and quarterly reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that it would be required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act if the Company were required to file such reports; provided, however, that (a) the Company will not be required to provide the Trustee with any such information, documents and reports that are filed with the SEC and (b) the Company will not be so obligated to file such information, documents and reports with the SEC if the SEC does not permit such filings; provided further, however, that if the SEC does not permit such filings, the Company will be required to provide to Holders any such information, documents or reports that are not so filed. To the extent required by law or the rules and regulations of the SEC, the Company also shall comply with the provisions of TIA Section 314(a). (b) For so long as any Restricted Securities are outstanding, the Company agrees that, in order to render such Restricted Securities eligible for resale pursuant to Rule 144A under the Securities Act, it will make available, upon request, to any Holder of Restricted Securities or prospective purchasers of Restricted Securities the information specified in Rule 144A(d)(4), unless the Company files or furnishes such information to the SEC pursuant to Section 13 or 15(d) of the Exchange Act. (c) Delivery of such reports and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the compliance by each of the Company and the Guarantors with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). Notwithstanding the foregoing, the information, documents and reports required by this Section 5.02 may, at the option of the Company, instead be those of any direct or indirect parent entity of the Company so long as such parent entity fully and unconditionally guarantees, by execution of a supplemental indenture, the obligations of the Company in respect of the Notes and such parent entity and the Company comply with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision).