Common use of Additional Reporting Requirements Clause in Contracts

Additional Reporting Requirements. Deliver to the Agent: (i) as soon as practicable after any Tucows Group Entity becomes aware of the occurrence of each Default or Event of Default, a statement of a senior officer of the Parent setting forth the details of such Default or Event of Default and the action which the Parent proposes to take or have taken with respect thereto; (ii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would reasonably be expected to result in a Material Adverse Change; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicable, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party becomes aware of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xii) such other information respecting the condition, operations, financial or otherwise, of the business of any Loan Party as the Agent may from time to time reasonably request.

Additional Reporting Requirements. Deliver to the Agent: Agent (i) as soon as practicable after the Parent or any Tucows Group Entity of its Subsidiaries becomes aware of the occurrence of each Default or Event of Default, a statement of a senior officer of the Parent setting forth the details of such Default or Event of Default and the action which the Parent proposes to take or have has taken with respect thereto; ; (ii) promptly, and in any event within ten (10) days after the Parent or any Loan Party of its Subsidiaries receives notice of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; ; (iii) promptly, and in any event within ten (10) days after the Parent or any Loan Party of its Subsidiaries receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; ; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of the Parent or any of the Loan Parties its Subsidiaries which would reasonably be expected to result in a Material Adverse Change; ; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of the Parent or any Tucows Group Entity of its Subsidiaries used in the business of the Parent or any Tucows Group Entityof its Subsidiaries, any additional Material Owned Real Property or Material Leased Real Property of the Parent or any Tucows Group Entityof its Subsidiaries, any jurisdiction not identified in Schedule 7.01(118.01(11) in which the Parent or any Tucows Group Entity of its Subsidiaries has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by the Parent or any Tucows Group Entity of its Subsidiaries in any Person other than a Guarantor; ; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by the Parent or any Loan Party; ; (vii) as soon as practicable, any change in the Financial Year of the Parent; ; and (viii) as soon as practicable after any senior officer of the Parent or any Loan Party becomes aware of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; ; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of the Parent or any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and and (xiix) such other information respecting the condition, operations, financial or otherwise, of the business of the Parent or any Loan Party of its Subsidiaries as the Agent may from time to time reasonably request.

Additional Reporting Requirements. Deliver to the Administrative Agent, who shall deliver to each Lender: (i) as soon as practicable practicable, and in any event within three (3) days after any Tucows Group Entity Credit Party becomes aware of the occurrence of each a Default, Event of Default or Event a material adverse change in the financial or commercial conditions of Defaultany Credit Party or any of their Assets, a statement of signed by a senior officer of Key Officer acceptable to the Parent Majority Lenders setting forth the details of such Default or the Default, Event of Default or material adverse change and the action which the Parent Borrower proposes to take or have taken with respect theretohas taken; (ii) promptlyfrom time to time upon request of the Administrative Agent (at the direction of the Majority Lenders), evidence of (A) the maintenance of all insurance required to be maintained pursuant to this Agreement, including copies as the Administrative Agent (at the direction of the Majority Lenders) may request of policies, certificates of insurance, riders, endorsements and proof of premium payments, and in any event within ten (10B) days after any Loan Party receives notice the good standing of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Changeall Business Authorizations; (iii) promptlypromptly upon becoming aware thereof, and in any event within ten (10) days after any Loan Party receives a notice of (A) the threat of, or becomes aware of commencement of, any cancellation strike or lockout, (B) any work stoppage or other labour dispute, (C) any breach or non-renewal performance of, or any default under, any Material Agreement of any Material Authorizations of the Credit Parties, (D) any dispute, litigation, investigation, proceeding or suspension between any Credit Party and any Governmental Authority or affecting any Assets or Business Authorization of any Credit Party, (E) the threat of, commencement of, or any other licencesmaterial adverse development in, permits any action, suit, arbitration, investigation or other regulatory approvals proceeding affecting any of the Credit Parties or their Assets, and (F) any other than non-renewals matter, in the ordinary course case of businessclauses (B), (C), (E) where such cancellation or non-renewal is (F) to the extent that the same has had or could reasonably likely be expected to result have, individually or in the aggregate, a Material Adverse Change;Effect; and (iv) notification of any notice received from, promptly upon the mailing or other action taken by or proposed delivery thereof to be taken by, any creditor (other than Lenders) of any the shareholders of the Loan Parties which would reasonably be expected Borrower, copies of all financial statements, reports and any proxy statements so mailed provided that, to result the extent such statements or reports have been posted on the Borrower’s SEDAR page or CSE profile, the Borrower may provide notice to the Administrative Agent of such posting together with a link to the applicable statement or report on such page in a Material Adverse Changesatisfaction of its obligation under this Section 5.1(c)(iv)); (v) together with each Compliance Certificatepromptly upon their issuance, written notice copies of any previously undisclosed Subsidiaries of all material notices, reports (including all Form 7 and Form 9 notices and reports filed pursuant to the ParentCSE rules), press releases, circulars, offering documents and other documents filed with, or delivered to, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (stock exchange or the Equivalent Amount British Columbia Securities Commission or a similar Governmental Authority in any other currencyjurisdiction provided that, to the extent such documents have been posted on the Borrower’s SEDAR page or CSE profile, the Borrower may provide notice to the Administrative Agent of such posting together with a link to the applicable document on such page in satisfaction of its obligation under this Section 5.1(c)(iv), any other Investment by any Tucows Group Entity in any Person other than a Guarantor;); and (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicable, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party becomes aware of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xii) such other statements, reports, documents and information respecting the condition, operations, financial or otherwise, of the business of any Loan Party as the Agent Majority Lenders may request from time to time reasonably request.time;

Additional Reporting Requirements. Deliver to the AgentLender: (i) as soon as practicable available, and in any event within 30 days after the end of each calendar month a detailed statement of the accounts payable of the Borrower and each Restricted Subsidiary as the Lender may reasonably require; (ii) promptly upon becoming aware thereof, notice of all actions, suits and proceedings before any Tucows Group Entity becomes court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, or any other event, materially adversely affecting the Borrower; (iii) promptly upon becoming aware thereof, notice of any event that may have a Material Adverse Effect; (iv) within two Business Days of becoming aware thereof of any default, or event, condition or occurrence which with notice or lapse of time, or both, would constitute a default under any agreement for Debt of the Borrower and under which the Borrower or a Restricted Subsidiary owes at least Cdn.$100,000; (v) promptly notify the Lender of any changes to the corporate structure and shareholdings as contemplated herein with respect to the Borrower from that set forth in Schedule 8.1(s) hereto; (vi) as soon as practicable, and in any event within five days after the occurrence of each Default or Event of Default, a statement of a senior the chief financial officer of the Parent Borrower or any other officer acceptable to the Lender setting forth the details of such the Default or Event of Default and the action which the Parent Borrower proposes to take or have taken with respect thereto; (ii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would reasonably be expected to result in a Material Adverse Change; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Partytaken; (vii) as soon as practicable, any change in the Financial Year from time to time upon request of the ParentLender, evidence of the maintenance of all insurance required to be maintained pursuant to this Agreement, including originals or copies as the Lender may request of policies, certificates of insurance, riders, endorsements and proof of premium payments; (viii) as soon as practicable after promptly upon their issuance, copies of all notices, reports, press releases, circulars, offering documents and other documents filed with, or delivered to, any senior officer of any Loan Party becomes aware of any change stock exchange or the Ontario Securities Commission or a similar Governmental Entity in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firmother jurisdiction; and (xiiix) such other information respecting the condition, condition or operations, financial or otherwise, of the business of Business or the Borrower or any Loan Party Restricted Subsidiary as the Agent Lender may from time to time reasonably request.;

Additional Reporting Requirements. Deliver to the Agent: Administrative Agent (i) as soon as practicable and in any event not more than 90 days after the end of each Financial Year of the Borrower, the Annual Business Plan for the next Financial Year (the First Annual Business Plan to be delivered hereunder being in respect of the Financial Year 2007) together with detailed schedules and information supplementary to and consistent with such Annual Business Plan; (ii) as soon as possible, and in any Tucows Group Entity event within five days after the Borrower becomes aware of the occurrence of each any Default or Event of Default, a statement of a senior the chief financial officer, treasurer or chief operating officer of the Parent Borrower or any other officer acceptable to the Administrative Agent setting forth the details of such Default or Event of Default and the action which the Parent Borrower proposes to take or have has taken with respect thereto; ; (iiiii) prompt notice in writing of any default, or event, condition or occurrence which with notice or lapse of time, or both, would constitute a default under any agreement in respect of Debt to which the Borrower or any of its Subsidiaries owes (contingently or otherwise) at least C$25,000,000 (or the equivalent amount in any other currency); (iv) from time to time upon request of the Administrative Agent, evidence of maintenance of all insurance required to be maintained by Section 8.01(m), including such originals or copies as the Administrative Agent may reasonably request of policies, certificates of insurance, riders and endorsements relating to such insurance and proof of premium payments; (v) promptly upon the issuance thereof, copies of all notices and other documents (which are considered material under the Securities Act (Quebec), as amended from time to time) in respect of the Borrower filed with, or delivered to, any stock exchange or to the Quebec or Ontario Securities Commission or similar Governmental Entity in any other jurisdiction (with the exception of any private and confidential filings) by the Borrower or any of its Subsidiaries; (vi) promptly, and in any event within ten (10) 10 days after the Borrower or any Loan Party of its Subsidiaries receives notice of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licencesPerson, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would reasonably be expected to result in have a Material Adverse Change; Effect; (vvii) together with each Compliance Certificate, written prompt notice of any previously undisclosed Subsidiaries material changes in accounting or financial reporting practices of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicable, any change in the Financial Year of the Parent; Borrower; (viii) as soon as practicable after any senior officer prompt notice of any Loan Party becomes aware ERISA Event which could reasonably be expected to constitute an Event of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; Default and (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xii) such other information respecting the condition, condition or operations, financial or otherwise, of the business of the Borrower or any Loan Party of its Subsidiaries as the Agent Administrative Agent, on behalf of the Lenders, may from time to time reasonably request.

Additional Reporting Requirements. Deliver to the Agent: Administrative Agent (with sufficient copies for each of the Lenders) (i) as soon as practicable possible, and in any event within five Business Days after Parent GP and any Tucows Group Entity Loan Party becomes aware of the occurrence of each Default or Event of Default, a statement of a senior Responsible Officer of Parent GP and such Loan Party or any other officer of acceptable to the Parent Administrative Agent setting forth the details of such Default or Event of Default and the action which the Parent GP and such Loan Party proposes to take or have has taken with respect thereto; ; (ii) promptlytogether with each Compliance Certificate delivered pursuant to Section 8.01(1)(a)(iii), written notice of any previously undisclosed (a) Subsidiaries of the Loan Parties, (b) Material Agreements and Material Permits of any Loan Party or any material amendment to, termination of (except at full maturity in accordance with its terms) or material default under any previously disclosed Material Agreement or Material Permit, (c) Material Owned Real Properties, Material Leases, Material Crown Tenures or any material amendment to, termination of (except at full maturity in accordance with its terms and without replacement) or material default under any previously disclosed Material Crown Tenure or Material Lease other than, with respect to termination and material defaults, the Development Agreements, which for greater certainty are subject to disclosure pursuant to Section 8.01(1)(c)(vi), (d) material Owned Intellectual Property, (e) new locations of any material amount of tangible personal property to the extent located in a jurisdiction as to which no effective PPSA financing statement has been filed in favour of the Administrative Agent over the Assets of Parent GP or the applicable Loan Party, and (f) the aggregate amount of Hedging Obligations of the Borrowers owing to Hedge Lenders as at the date of the applicable Compliance Certificate and (g) Investments (whether made in cash or in the form of the transfer of Real Estate Development Assets or other assets) in, acquisitions of Real Estate Development Assets by, and Debt incurred by, any Real Estate Development SPV (with reasonable particulars thereof); (iii) any notice received by Parent GP or any Loan Party of the suspension or cancellation, or the impending suspension or cancellation, of a Material Permit or Material Agreement; (iv) together with each Compliance Certificate delivered pursuant to Section 8.01(1)(a)(iii), an amended Schedule L which shall reflect any Intercompany Securities not listed on Schedule L; (v) as soon as possible (and in any event within ten (10) days five Business Days after Parent GP or any Loan Party receives notice of or becomes aware of the same), any suitagreements, proceeding or similar action commenced or threatened by any Governmental Entity instruments and corporate or other Person which, if determined adversely, would reasonably be likely restrictions to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of which any of Parent GP and the Loan Parties which would is subject, and all other matters known to Parent GP and the Loan Parties, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Change; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; Effect; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicablepossible, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party becomes aware of any change and in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken within five Business Days after Parent GP or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by same, written notice of any termination of or default under any Development Agreement; (vii) as soon as possible, and in any event within five Business Days after Parent GP or any Loan Party becomes aware of its present public accounting firm the same, written notice of any actions, suits or proceedings (including any Tax-related matter) by or before any arbitrator or Governmental Authority or by any other Person pending against or threatened against or affecting any Loan Party or any withdrawal or resignation by such public accounting firmof their Subsidiaries that could reasonably be expected to result in a Material Adverse Effect; and and (xiiviii) such other information respecting the condition, condition or operations, financial or otherwise, of the business of any of the Loan Party Parties as the Agent Administrative Agent, on behalf of the Lenders, may from time to time reasonably request.

Additional Reporting Requirements. Deliver Each of the Borrowers and the Parent Guarantor, as applicable, shall deliver, or cause to be delivered, to the Agent: Administrative Agent electronically or with sufficient copies for each of the Lenders: (i) as soon as practicable practicable, and in any event, within two (2) Business Days after any Tucows Group Entity becomes becoming aware of the occurrence of each Default or Event of Default, a statement of the Chief Financial Officer, President or a senior officer Senior Vice-President of the Parent Guarantor or any other officer acceptable to the Administrative Agent setting forth the details of such the Default or Event of Default and the action which the Parent proposes Guarantor and the Borrowers propose to take or have taken with respect thereto; taken; (ii) promptlypromptly in writing after becoming aware, and a notice of any previously undisclosed actions, suits, arbitrations or proceedings pending, taken or threatened before or by any Governmental Authority or other Person which could reasonably be expected to have a Material Adverse Effect; (iii) as soon as possible, but in any event within no later than ten (10) days after any Loan Party receives notice actual knowledge of or becomes aware each occurrence, full particulars of any suit, proceeding initiated against a Borrower or similar the Property Nominee alleging violation of any Environmental Laws or responsibility for any domestic or foreign clean up or remediation of the Property or the Signage contaminated by Hazardous Substances or requiring any other remedial or corrective action commenced or threatened by under any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptlyEnvironmental Laws, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of material condition with respect to the Loan Parties Property or the Signage which would might reasonably be expected to result in any violation of any Environmental Laws, and of any action taken by the Borrowers as a result of any Environmental Laws, which, in each case above, has had, or which could reasonably be expected to have a Material Adverse Change; Effect; and (viv) together with each Compliance Certificateas soon as reasonably practicable, written notice in writing of any previously undisclosed Subsidiaries of the Parentevent, any new Material Authorizations circumstance or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract condition of which the Parent has knowledge, any additional material and registered, Guarantor or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of $500,000 (or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; (vi) together with each Compliance Certificate, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicable, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party Borrower becomes aware of any change in any Loan Party’s named executive officers as required that has had a Material Adverse Effect or which could reasonably be expected to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of have a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xii) such other information respecting the condition, operations, financial or otherwise, of the business of any Loan Party as the Agent may from time to time reasonably requestMaterial Adverse Effect.

Additional Reporting Requirements. Deliver to the Agent:Administrative Agent (with sufficient copies for each of the Lenders): (i) as soon as practicable practicable, and in any event within one Business Day after any Tucows Group Entity becomes aware of the occurrence of each Default or Event of Default, a statement of a senior the chief financial officer of Bracknell or any other officer acceptable to the Parent Administrative Agent setting forth the details of such the Default or Event of Default and the action which the Parent proposes Borrowers propose to take or have taken with respect thereto;taken, (ii) promptly, and promptly in any event within ten (10) days after any Loan Party receives writing a notice of any previously undisclosed (u) material actions, suits, arbitrations or becomes aware of any suitproceedings pending, proceeding or similar action commenced taken or threatened before or by any Governmental Entity or other Person whichaffecting a Borrower or any Restricted Subsidiary, if determined adversely(v) locations where contaminants generated by a Borrower or any Restricted Subsidiary are disposed of, would reasonably be likely to result in treated or otherwise dealt with, (w) a material lease or an acquisition of real property by a Borrower or any Restricted Subsidiary, (x) material authorizations, permits or licences which become necessary, (y) Material Adverse Change;Agreements, and (z) labour contracts or collective agreements of a Borrower or any Restricted Subsidiary, (iii) promptly, and promptly in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals in the ordinary course of business) where such cancellation or non-renewal is reasonably likely to result in writing a Material Adverse Change; (iv) notification of any notice received from, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would reasonably be expected to result in a Material Adverse Change; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries default, or event, condition or occurrence which with notice or lapse of the Parenttime, any new Material Authorizations or Material Contractsboth, any cancellation or termination of any Material Authorization or Material Contract, any default or event of would constitute a default under any Material Authorization agreement in respect of Debt to which a Borrower or Material Contract any of its Restricted Subsidiaries is a party and under which the Parent has knowledge, a Borrower or any additional material and registered, such Subsidiary owes (contingently or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11otherwise) in which any Tucows Group Entity has any place of business or stores any tangible personal property with a realizable value in excess of at least $500,000 2,000,000 (or the Equivalent Amount equivalent amount in any other currency), (iv) promptly in writing a notice of any waiver of any material provision of, or, material amendment to, any other Investment by Material Agreement or any Tucows Group Entity in revocation or termination of, any Person Material Agreement other than as a Guarantor;result of the completion of the Material Agreement in accordance with its terms, (v) promptly in writing a notice of any intended change of auditors or the Financial Year and the reasons therefor, (vi) together with each Compliance Certificate, notification promptly in writing a notice of Eligible Hedging Agreements entered into by any Loan Party;intended change of bonding companies and the reasons therefor, (vii) as soon as practicable, any change in from time to time upon the Financial Year reasonable request of the Parent;Administrative Agent, evidence of the maintenance of all insurance required to be maintained pursuant to this Agreement, including originals or copies as the Administrative Agent may reasonably request of policies, certificates of insurance, riders, endorsements and proof of premium payments, (viii) as soon as practicable after promptly upon their issuance, copies of all notices, reports, press releases, circulars, offering documents and other documents filed with, or delivered to, any senior officer of any Loan Party becomes aware of any change stock exchange or the Ontario Securities Commission or a similar Governmental Entity in any Loan Party’s named executive officers as required to be disclosed to the SEC;other jurisdiction, and (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xii) such other information respecting the condition, condition or operations, financial or otherwise, of the business of Business or a Borrower or any Loan Party Restricted Subsidiary as the Agent Administrative Agent, on behalf of the Lenders, may from time to time reasonably request.

Additional Reporting Requirements. Deliver to the Agent: Administrative Agent (with sufficient copies for each of the Lenders) (i) as soon as practicable possible, and in any event within five days after any Tucows Group Entity Loan Party becomes aware of the occurrence of each Default or Event of Default, a statement of a senior Responsible Officer of such Loan Party or any other officer of acceptable to the Parent Administrative Agent setting forth the details of such Default or Event of Default and the action which the Parent such Loan Party proposes to take or have has taken with respect thereto; ; (ii) promptlyfrom time to time upon request of the Administrative Agent, acting reasonably, evidence of maintenance of all insurance required to be maintained by Section 6.01(7), including such originals or copies as the Administrative Agent may reasonably request of policies, certificates of insurance and in endorsements relating to such insurance and proof of premium payments; (iii) if the total acquisition cost (including the purchase price and any event within ten assumed indebtedness but excluding any out-of-pocket expenses) of any Permitted Acquisition is greater than U.S. $65,000,000, at the reasonable request of the Administrative Agent, the Borrower shall provide further information regarding such Permitted Acquisition to the Administrative Agent; and (10iv) days after together with the Compliance Certificate to be delivered pursuant to Section 6.01(1)(a)(iii), written notice of any previously undisclosed, (r) Material Subsidiaries of Open Text, (s) Material Permits which become necessary for the conduct of the Business by the Loan Parties or any material amendment to, or termination of, any previously disclosed Material Permit, (t) pension plans of any Loan Party, (u) Material Agreements of any Loan Party receives notice or any material amendment to, termination of or becomes aware material default under any previously disclosed Material Agreement, (v) any acquisition of any suit, proceeding real or similar action commenced or threatened immovable property by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations or any other licences, permits or other regulatory approvals (other than non-renewals excluding leases entered into in the ordinary course of business), and (w) where such cancellation or non-renewal is reasonably likely any material Intellectual Property Rights; (x) to result the extent necessary for perfection of security interests in a Material Adverse Change; (iv) notification any material amount of any notice received fromtangible personal property under the PPSA, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would reasonably be expected to result in a Material Adverse Change; (v) together with each Compliance Certificate, written notice of any previously undisclosed Subsidiaries new location of the Parent, any new Material Authorizations or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11) in which any Tucows Group Entity has any place of business or stores any such tangible personal property with to the extent located in a realizable value jurisdiction within Canada as to which no effective PPSA financing statement has been filed in excess favour of $500,000 (the Collateral Agent or the Equivalent Amount in any other currency), any other Investment by any Tucows Group Entity in any Person other than a Guarantor; (vi) together with each Compliance Certificate, notification Administrative Agent over the Assets of Eligible Hedging Agreements entered into by any the applicable Loan Party; ; and (vii) as soon as practicable, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party becomes aware of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereof, provide notice (including the nature of the event and, when known, any action taken or threatened by any Governmental Entity with respect thereto) of any Canadian Pension Termination Event, and provide the notices required by Section 8.01(18); (x) upon becoming aware of the occurrence thereof, notification of the occurrence of a Reportable Compliance Event; (xi) as soon as practicable after any senior officer of any Loan Party becomes aware of the discharge by any Loan Party of its present public accounting firm or any withdrawal or resignation by such public accounting firm; and (xiiy) such other information respecting the condition, condition or operations, financial or otherwise, of the business of any of the Loan Party Parties as the Agent Administrative Agent, on behalf of the Lenders, may from time to time reasonably request.

Additional Reporting Requirements. Deliver to the Agent: Agent (with sufficient copies for each of the Lenders) (i) as soon as practicable available, and in any event within five Business Days after SGC or any Tucows Group Entity becomes aware Subsidiary of SGC learns of the occurrence of each a Default or Event of Default, a statement of a senior the chief financial officer of SGC or any other officer acceptable to the Parent Agent setting forth the details of such the Default or Event of Default and the action which the Parent SGC proposes to take or have taken with respect thereto; has taken; (ii) promptly, and in any event within ten (10) days after any Loan Party receives written notice of or becomes aware of any suit, proceeding or similar action commenced or threatened by any Governmental Entity or other Person which, if determined adversely, would reasonably be likely to result in a Material Adverse Change; (iii) promptly, and in any event within ten (10) days after any Loan Party receives notice of or becomes aware of any cancellation or non-renewal of any Material Authorizations Adverse Change or any other licencesevent which, permits with notice or other regulatory approvals (other than non-renewals in the ordinary course lapse of business) where such cancellation time or non-renewal is reasonably likely to result in a Material Adverse Change; (iv) notification of any notice received fromboth, or other action taken by or proposed to be taken by, any creditor (other than Lenders) of any of the Loan Parties which would could reasonably be expected to result in a Material Adverse Change; Change or Event of Default within five Business Days after SGC or any Subsidiary of SGC learns thereof; (viii) together with each the Compliance CertificateCertificate to be delivered pursuant to Section 8.01(a)(iii), written notice of any previously undisclosed Subsidiaries of the Parent(q) trademarks, any new Material Authorizations tradenames, copyrights, patents and intellectual property licences (other than software licences), (r) jurisdictions (or Material Contracts, any cancellation or termination of any Material Authorization or Material Contract, any default or event of default under any Material Authorization or Material Contract of which the Parent has knowledge, any additional material and registered, or applications for registration of, Owned Intellectual Property of any Tucows Group Entity used in the business of any Tucows Group Entity, any additional Material Owned Real Property or Material Leased Real Property of any Tucows Group Entity, any jurisdiction not identified in Schedule 7.01(11districts within such jurisdictions) in which SGC or any Tucows Group Entity of its Subsidiaries has any place of business or stores any tangible personal property with a realizable value in excess of exceeding $500,000 (or the Equivalent Amount equivalent amount in any other currency), (s) Subsidiaries of SGC or membership, partnership, joint venture, syndicate interest or other interest of SGC or any of its Subsidiaries in any other Investment by any Tucows Group Entity in any Person other than a Guarantor; Person, (vit) together with each Compliance Certificateactions, notification of Eligible Hedging Agreements entered into by any Loan Party; (vii) as soon as practicablesuits, any change in the Financial Year of the Parent; (viii) as soon as practicable after any senior officer of any Loan Party becomes aware of any change in any Loan Party’s named executive officers as required to be disclosed to the SEC; (ix) upon becoming aware of the occurrence thereofarbitrations or proceedings pending, provide notice (including the nature of the event and, when known, any action taken or threatened before or by any Governmental Entity with respect theretoor other Person affecting SGC or any of its Subsidiaries, (u) Lease or acquisition of real property by SGC or any Canadian Pension Termination Eventof its Subsidiaries, and provide the notices required by Section 8.01(18); (v) Material Permits, (w) pension plans of SGC or any of its Subsidiaries (x) Material Agreements, and (y) labour contracts or collective agreements of SGC or any of its Subsidiaries in each case promptly after SGC or any of its Subsidiaries learns thereof; (iv) from time to time upon becoming aware request of the occurrence thereofAgent, notification evidence of the occurrence maintenance of all insurance required to be maintained pursuant to this Agreement, including originals or copies as the Agent may request of policies, certificates of insurance, riders, endorsements and proof of premium payments; (v) promptly upon their issuance, copies of all notices, reports, press releases, circulars, offering documents and other documents filed with, or delivered to, any stock exchange or the Ontario Securities Commission or a Reportable Compliance Event; similar Governmental Entity in any other jurisdiction (xiit is agreed that the Borrower may furnish the information specified in this 8.01(b)(v) as soon as practicable after any senior officer by making such information available on SEDAR); (vii) written notice of any Loan Party becomes aware breach or alleged breach of any representations, warranties, covenants or other agreements contained in the discharge by any Loan Party of its present public accounting firm Acquisition Agreement or any withdrawal other transaction document delivered in connection therewith (an “Acquisition Breach”) or resignation by such public accounting firmany event, condition or circumstance which with the giving of notice, the passage of time or the happening of some other event could result in an Acquisition Breach within one Business Day after SGC or any Subsidiary of SGC learns thereof; and and (xiiviii) such other information respecting the condition, condition or operations, financial or otherwise, of the business SGC or any of any Loan Party its Subsidiaries as the Agent Agent, on behalf of the Lenders, may from time to time reasonably request.