Common use of Commission Reports and Reports to Holders Clause in Contracts

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, the Company shall file with the Commission all such reports and other information as it would be required to file with the Commission by Sections 13(a) or 15(d) under the Securities Exchange Act of 1934 if it were subject thereto. The Company shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether Whether or not the Company is then required to file reports with the Commission, the Company shall file with the Commission all such reports and other information as it would be required to file with the Commission by Sections Section 13(a) or 15(d) under the Securities Exchange Act of 1934 if it were subject thereto. The Company shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier of information within 15 days after the date of it files such reports and information with the Registration and Commission or after the date that is six months after it would have been required to file such reports add information with the Closing Date, the Company shall, at its cost, deliver Commission had it been subject to each Holder such sections of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition; provided, at all times prior however, that the copies of such reports and information mailed to Holders may omit exhibits, which the Registration, upon the request of Company will supply to any Holder or any prospective purchaser of the Notes designated by a at such Holder, the 's request. The Company shall supply to the Trustee and each Holder as soon as available and in any event not later than 105 days after the end of each fiscal year of the Company, a copy of the annual audit report for such Holder or year for the Company and its Subsidiaries, including therein the consolidated balance sheet of the Company and its Subsidiaries as of the end of such prospective purchaser fiscal year and consolidated statements of income and cash flows of the information required under Rule 144A under the Securities ActCompany and its Subsidiaries for such fiscal year, in each case prepared in accordance with GAAP. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times from and The Company will deliver to the Trustee (without exhibits), within 15 days after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that it is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, the Company shall file them with the Commission all copies of: (A) 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); (B) reports on Form 10-Q (or any successor or comparable form); (C) reports on Form 8-K (or any successor or comparable form); and (D) any other information, documents and other information as it reports which the Company would be required to file with the Commission by Sections 13(a) pursuant to Section 13 or 15(d) under of the Securities Exchange Act Act; provided, however, if the Company is not obligated to file such reports with the Commission or if the Commission does not permit such filing, the Company shall make available such information to prospective purchasers of 1934 the Notes, in addition to providing such information to the Trustee and the Holders of the Notes, in each case within 15 days after the time the Company would have been required to file such information with the Commission, if it were subject thereto. The Company shall supply the Trustee and each Holder to Sections 13 or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier 15(d) of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's ’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's ’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' ’ Certificates). The Company shall be deemed to have furnished the reports, documents and information referred to above to the Trustee, the Holders and/or the prospective purchasers of the Notes, if the Company has filed such reports, documents or information with the Commission via the XXXXX filing system (or any successor system) and/or posted such reports, documents or information on the Company’s website and such reports, documents and information are publicly available. Without limiting the effect of the preceding sentence, the Trustee shall have no obligation to monitor whether the Company posts such reports, information and documents on the Company’s website or the Commission’s XXXXX service, or to collect any such information from the Company’s website or the Commission’s XXXXX service. The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report delivered or filed under or in connection with this Indenture or the transactions contemplated hereunder.

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, for so long as any Notes are outstanding, the Company shall file with the Commission all such reports and other information when and as it would be required to file with the Commission by Sections 13(a) 13 or 15(d) under the Securities Exchange Act of 1934 if it were was subject thereto, unless the Commission does not permit such filings, in which case the Company shall provide such reports and other information to the Trustee (within the same time periods that would be applicable if the Company were required and permitted to file reports with the Commission) and instruct the Trustee to mail such reports and other information to Holders at their addresses set forth on the Note Register. The Company shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In additionNotwithstanding the foregoing, as long as the Company files reports and other information with the Commission, the Trustee and each Holder shall be deemed to have been supplied with the foregoing reports and forms at all times prior to the earlier time such Trustee or holder may electronically access such reports and forms by means of the date of Commission’s homepage on the Registration and internet or at KCS’s homepage on the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Actinternet. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's ’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 Company's ’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Officer’s Certificates).

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a the Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company Issuer is then required to file reports with the Commission, the Company Issuer shall file with the Commission all such the annual, quarterly and other reports and other information as it would be required to file with the Commission by Sections Section 13(a) or 15(d) under of the Securities Exchange Act, regardless of whether such sections of the Exchange Act of 1934 if it were subject theretoare applicable to the Issuer (unless the Commission will not accept such a filing). The Company Issuer shall supply the Trustee and each Holder mail or shall supply cause to the Trustee for forwarding to each such Holder, without cost to such Holder, be mailed copies of such reports and other informationinformation to Holders and the Trustee within 15 days after the date it files such reports and information with the Commission or after the date it would have been required to file such reports and information with the Commission had it been subject to such sections of the Exchange Act; provided, however, that the copies of such reports and information mailed to Holders may omit exhibits, which the Issuer will supply to any Holder at such Holder's request. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company Issuer shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company Issuer shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, for so long as any Notes are outstanding, the Company shall file with the Commission all such reports and other information when and as it would be required to file with the Commission by Sections 13(a) 13 or 15(d) under the Securities Exchange Act of 1934 if it were was subject thereto, unless the Commission does not permit such filings, in which case the Company shall provide such reports and other information to the Trustee (within the same time periods that would be applicable if the Company were required and permitted to file reports with the Commission) and instruct the Trustee to mail such reports and other information to Holders at their addresses set forth on the Note Register. The Company shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In additionNotwithstanding the foregoing, as long as the Company files reports and other information with the Commission, the Trustee and each Holder shall be deemed to have been supplied with the foregoing reports and forms at all times prior to the earlier time such Trustee or holder may electronically access such reports and forms by means of the date of Commission’s homepage on the Registration and internet or at KCS’s homepage on the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Actinternet. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's ’s 50 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 Company's ’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Officer’s Certificates).

Commission Reports and Reports to Holders. At all times from and The Company will deliver to the Trustee (without exhibits), within 15 days after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that it is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, the Company shall file them with the Commission all copies of: (A) 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); (B) reports on Form 10-Q (or any successor or comparable form); (C) reports on Form 8-K (or any successor or comparable form); and (D) any other information, documents and other information as it reports which the Company would be required to file with the Commission by Sections 13(a) pursuant to Section 13 or 15(d) under of the Securities Exchange Act Act; provided, however, if the Company is not obligated to file such reports with the Commission or if the Commission does not permit such filing, the Company shall make available such information to prospective purchasers of 1934 the Notes, in addition to providing such information to the Trustee and the Holders of the Notes, in each case within 15 days after the time the Company would have been required to file such information with the Commission, if it were subject thereto. The Company shall supply the Trustee and each Holder to Sections 13 or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier 15(d) of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's ’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's ’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to conclusively rely exclusively on Officers' ’ Certificates). The Company shall be deemed to have furnished the reports, documents and information referred to above to the Trustee, the Holders and/or the prospective purchasers of the Notes, if the Company has filed such reports, documents or information with the Commission via the XXXXX filing system (or any successor system) and/or posted such reports, documents or information on the Company’s website and such reports, documents and information are publicly available. Without limiting the effect of the preceding sentence, the Trustee shall have no obligation to monitor whether the Company posts such reports, information and documents on the Company’s website or the Commission’s XXXXX service, or to collect any such information from the Company’s website or the Commission’s XXXXX service. The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report delivered or filed under or in connection with this Indenture or the transactions contemplated hereunder.

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a the Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, the Company shall file with the Commission all such reports and other information as it would be required to file with the Commission by Sections Section 13(a) or 15(d) under the Securities Exchange Act of 1934 if it were subject theretothereto (unless the Commission will not accept such a filing, in which case the Company shall provide such documents to the Trustee). The Company shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information; provided, however, that copies of such reports may omit exhibits, which the Company shall deliver at its cost to any Holder upon request. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports (commencing with the first quarter after the quarter in which the Closing Date occurs) substantially equivalent to those which would be required by the Exchange Act; provided, however, that copies of such reports may omit exhibits, which the Company shall supply to any Holder upon request. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times from and after Notwithstanding that the earlier Company may not be subject to the reporting requirements of (iSection 13 or 15(d) the date of the commencement of Exchange Act or otherwise report on an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") annual and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required quarterly basis on forms provided for such annual and quarterly reporting pursuant to file reports with rules and regulations promulgated by the Commission, the Company shall will file with the Commission all (and provide the Trustee and Holders with copies thereof (without exhibits), without cost to each Holder, within 15 days after it files them with the Commission), (a) within 90 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K) after the end of each fiscal year, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form); (b) within 45 days (or any other time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q) after the end of each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (or any successor or comparable form); (c) promptly from time to time after the occurrence of an event required to be therein reported, such other reports on Form 8-K (or any successor or comparable form); and (d) any other information, documents and other information as it reports which the Company would be required to file with the Commission by Sections 13(a) or 15(d) under the Securities Exchange Act of 1934 if it were subject thereto. The Company shall supply the Trustee and each Holder to Section 13 or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies 15(d) of such reports and other information. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition; provided, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holderhowever, the Company shall supply not be so obligated to file such Holder reports with the Commission if the Commission does not permit such filing, in which event the Company will make available such information to prospective purchasers of 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 Commission, if it were subject to Sections 13 or such prospective purchaser 15(d) of the information required under Rule 144A under the Securities Exchange Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's ’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's ’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' ’ Certificates). In the event that any direct or indirect parent corporation of the Company is or becomes a Guarantor of the Notes, this Indenture will permit the Company to satisfy its obligations under this Section 1019 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent corporation; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct and indirect parent corporation 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. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the Commission of the Exchange Offer Registration Statement and/or Shelf Registration Statement within the time periods specified in the Registration Rights Agreement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act.

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a the Shelf Registration Statement (the "“Registration"”) and (ii) the date that is six months after the Closing Date, December 15. 1997. in either case, whether or not the Company or the Guarantor is then required to file reports with the Commission, for so long as any Securities are outstanding, the Company and the Guarantor shall file with the Commission all such reports and other information as it they would be required to file with the Commission by Sections 13(a) or 15(d) under the Securities Exchange Act of 1934 if it they were subject thereto, unless the Commission does not permit such filings, in which case the Company and the Guarantor shall provide such reports and other information to the Trustee (within the same time periods that would be applicable if the Company and the Guarantor were required and permitted to file reports with the Commission) and instruct the Trustee to mail such reports and other information to Holders at their addresses set forth on the Security Register. The Company and the Guarantor shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, December 15. 1997. the Company and the Guarantor shall, at its their cost, deliver to each Holder of Holder, or supply to the Notes Trustee for forwarding to each Holder, quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes Securities designated by a Holder, the Company and the Guarantor shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times ----------------------------------------- from and after the earlier of (i) the date of the commencement of an Exchange Offer a registered exchange offer for the Notes by the Obligors or the effectiveness of a the Shelf Registration Statement pursuant to and in accordance with the terms of the Registration Rights Agreement (the "Registration") and (ii) the date that is six ------------ months after the Closing Date, in either case, whether or not the Company is and the Obligors are then required to file reports with the Commission, the Company and the Obligors shall file with the Commission all such reports and other information as it they would be required to file with the Commission by Sections 13(a) or 15(d) under the Securities Exchange Act of 1934 if it they were subject thereto. The Company and the Obligors shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other informationinformation within 15 days after the date they would have been required to file such reports or other information with the Commission had they been subject to such Sections. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company and the Obligors shall, at its their cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange Act. In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company and the Obligors shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only The Company and the Trustee's receipt Obligors also shall comply with the other provisions of such shall not constitute 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 Officers' CertificatesTIA Section 314(a). SECTION 4.19.

Commission Reports and Reports to Holders. At all times from and after the earlier of (i) the date of the commencement of an Exchange Offer or the effectiveness of a Shelf Registration Statement (the "Registration") and (ii) the date that is six months after the Closing Date, in either case, whether or not the Company is then required to file reports with the Commission, the Company shall file deliver for filing with the Commission all such reports and other information as it would be required to file with the Commission by Sections 13(a) or 15(d) under the Securities Exchange Act of 1934 if it were subject thereto. All references herein to reports "filed" with the Commission shall be deemed to refer to the reports then most recently delivered for filing, whether or not accepted by the Commission. The Company shall supply the Trustee Trustee, within 15 days of filing with the Commission, and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing Date, the Company shall, at its cost, deliver to each Holder of the Notes quarterly and annual reports substantially equivalent to those which would be required by the Exchange ActAct (or, in lieu thereof, the Registration Statement on Form X-0, X-0 or S-4 filed or to be filed with the Commission in connection with the Exchange Offer or the Shelf Registration Statement, if such Form and any amendments thereof contains comparable information). In addition, at all times prior to the Registration, upon the request of any Holder or any prospective purchaser of the Notes designated by a Holder, the Company shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).

Commission Reports and Reports to Holders. At all times from and after the earlier of (i1) the date of the commencement of an Exchange Offer or the effectiveness of a the Shelf Registration Statement (the "“Registration"”) and (ii2) the date that is six months after the Closing DateJune 30, 2006, in either case, whether or not the Company Issuer is then required to file reports with the Commission, the Company Issuer shall file with the Commission, unless the Commission shall not accept such filing (x) all such reports quarterly and other annual financial information as it that would be required to file be contained in a filing with the Commission on Forms 10-Q and 10-K if the Issuer 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 Sections 13(athe certified independent accountants and (y) or 15(d) under all current reports that would be required to be filed with the Securities Exchange Act of 1934 Commission on Form 8-K if it the Issuer were subject theretorequired to file such reports. The Company Issuer shall supply to the Trustee and to each Holder or shall supply to the Trustee for forwarding to each such HolderHolder who so requests, without cost to such Holder, copies of such reports and other information. In addition, at all times prior to the earlier of the date of the Registration and the date that is six months after the Closing DateJune 30, 2006, the Company Issuer shall, at its cost, deliver to each Holder of the Notes quarterly Securities copies of such reports and annual reports substantially equivalent to those which would be required by the Exchange Actother information. In addition, at all times prior to the Registration, upon the request of any Holder of Securities or any prospective purchaser of the Notes Securities designated by a HolderHolder of Securities, the Company Obligors shall supply to such Holder or such prospective purchaser the information required under Rule 144A under the Securities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers' Certificates).