Common use of Delivery of Items Clause in Contracts

Delivery of Items. Documents required to be delivered pursuant to Section 5.2(a), Section 5.2(b), or Section 5.2(q) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which such information is posted on “XXXXX” and/or the Parent posts such documents, or provides a link thereto on the Parent’s website on the Internet at xxx.xxxxxxxxxxxxx.xxx or (ii) on which such documents are posted on the Parent’s behalf on an Internet or intranet website, if any, to which each Lender and each Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance the US Borrower shall be required to provide direct copies of the Compliance Certificates and the other certificates required by Section 5.2(d) to the Administrative Agents (which copies, as provided in Section 9.9, may be delivered by electronic mail). Except for such certificates, the Administrative Agents shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrowers with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. For the avoidance of doubt, (i) in the event that the Parent delivers to the US Administrative Agent a quarterly report on Form 10-Q for any Fiscal Quarter, as filed with the SEC, within 45 days after the end of such Fiscal Quarter, such Form 10-Q shall satisfy the delivery requirement of Section 5.2(b) with respect to such Fiscal Quarter to the extent that it contains the information required by such section and otherwise complies with the other requirements in such section and (ii) in the event that the Parent delivers to the US Administrative Agent an annual report on Form 10-K for any Fiscal Year, as filed with the SEC, within 120 days after the end of such Fiscal Year, such Form 10-K shall satisfy the delivery requirement of Section 5.2(a) with respect to such Fiscal Year to the extent that it contains the information and report and opinion required by such section and otherwise complies with the other requirements in such section. Each Credit Party hereby acknowledges that (a) the Administrative Agents and/or the Lead Arranger will make available to the Lenders and the Issuing Lender materials and/or information provided by or on behalf of any Credit Party hereunder (collectively, “Company Materials”) by posting the Company Materials on the Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent or its securities) (each, a “Public Lender”). Each Credit Party hereby agrees that it will use commercially reasonable efforts to identify that 99 portion of the Company Materials that may be distributed to the Public Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, means that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” each Credit Party shall be deemed to have authorized the Administrative Agents, the Lead Arranger, the Issuing Lender and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to any Credit Party or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in Section 9.8); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (z) the Administrative Agents and the Lead Arranger shall be entitled to treat any Company Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.”

Delivery of Items. Documents required to be delivered pursuant to Section 5.2(a), Section 5.2(b), or Section 5.2(q5.2(r) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which such information is posted on “XXXXX” and/or the Parent posts such documents, or provides a link thereto on the Parent’s website on the Internet at xxx.xxxxxxxxxxxxx.xxx or (ii) on which such documents are posted on the Parent’s behalf on an Internet or intranet website, if any, to which each Lender and each Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance the US Borrower shall be required to provide direct copies of the Compliance Certificates and the other certificates Asset Coverage Certificates required by Section 5.2(d) to the Administrative Agents (which copies, as provided in Section 9.9, may be delivered by electronic mail). Except for such certificates, the Administrative Agents shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrowers with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. For the avoidance of doubt, (i) in the event that the Parent delivers to the US Administrative Agent a quarterly report on Form 10-Q for any Fiscal Quarter, as filed with the SEC, within 45 days after the end of such Fiscal Quarter, such Form 10-Q shall satisfy the delivery requirement of Section 5.2(b) with respect to such Fiscal Quarter to the extent that it contains the information required by such section and otherwise complies with the other requirements in such section and (ii) in the event that the Parent delivers to the US Administrative Agent an annual report on Form 10-K for any Fiscal Year, as filed with the SEC, within 120 days after the end of such Fiscal Year, such Form 10-K shall satisfy the delivery requirement of Section 5.2(a) with respect to such Fiscal Year to the extent that it contains the information and report and opinion required by such section and otherwise complies with the other requirements in such section. Each Credit Party hereby acknowledges that (a) the Administrative Agents and/or the Lead Arranger will make available to the Lenders and the Issuing Lender materials and/or information provided by or on behalf of any Credit Party hereunder (collectively, “Company Materials”) by posting the Company Materials on the Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent or its securities) (each, a “Public Lender”). Each Credit Party hereby agrees that it will use commercially reasonable efforts to identify that 99 portion of the Company Materials that may be distributed to the Public Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, means that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” each Credit Party shall be deemed to have authorized the Administrative Agents, the Lead Arranger, the Issuing Lender and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to any Credit Party or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in Section 9.8); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (z) the Administrative Agents and the Lead Arranger shall be entitled to treat any Company Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.”marked

Delivery of Items. Documents required to be delivered pursuant to Section 5.2(a), Section 5.2(b), or Section 5.2(q) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which such information is posted on “XXXXX” and/or the Parent posts such documents, or provides a link thereto on the Parent’s website on the Internet at xxx.xxxxxxxxxxxxx.xxx or (ii) on which such documents are posted on the Parent’s behalf on an Internet or intranet website, if any, to which each Lender and each Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance the US Borrower shall be required to provide direct copies of the Compliance Certificates and the other certificates required by Section 5.2(d) to the Administrative Agents (which copies, as provided in Section 9.9, may be delivered by electronic mail). Except for such certificates, the Administrative Agents shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrowers with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. For the avoidance of doubt, (i) in the event that the Parent delivers to the US Administrative Agent a quarterly report on Form 10-Q for any Fiscal Quarter, as filed with the SEC, within 45 days after the end of such Fiscal Quarter, such Form 10-Q shall satisfy the delivery requirement of Section 5.2(b) with respect to such Fiscal Quarter to the extent that it contains the information required by such section and otherwise complies with the other requirements in such section and (ii) in the event that the Parent delivers to the US Administrative Agent an annual report on Form 10-K for any Fiscal Year, as filed with the SEC, within 120 days after the end of such Fiscal Year, such Form 10-K shall satisfy the 99 delivery requirement of Section 5.2(a) with respect to such Fiscal Year to the extent that it contains the information and report and opinion required by such section and otherwise complies with the other requirements in such section. Each Credit Party hereby acknowledges that (a) the Administrative Agents and/or the Lead Arranger will make available to the Lenders and the Issuing Lender materials and/or information provided by or on behalf of any Credit Party hereunder (collectively, “Company Materials”) by posting the Company Materials on the Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent or its securities) (each, a “Public Lender”). Each Credit Party hereby agrees that it will use commercially reasonable efforts to identify that 99 portion of the Company Materials that may be distributed to the Public Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, means that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” each Credit Party shall be deemed to have authorized the Administrative Agents, the Lead Arranger, the Issuing Lender and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to any Credit Party or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in Section 9.8); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (z) the Administrative Agents and the Lead Arranger shall be entitled to treat any Company Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.”

Delivery of Items. Documents required to be delivered pursuant to Section 5.2(a), Section 5.2(b), or Section 5.2(q5.2(r) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which such information is posted on “XXXXX” and/or the Parent posts such documents, or provides a link thereto on the Parent’s website on the Internet at xxx.xxxxxxxxxxxxx.xxx or (ii) on which such documents are posted on the Parent’s behalf on an Internet or intranet website, if any, to which each Lender and each Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance the US Borrower shall be required to provide direct copies of the Compliance Certificates and the other certificates Asset Coverage Certificates required by Section 5.2(d) to the Administrative Agents (which copies, as provided in Section 9.9, may be delivered by electronic mail). 98 Except for such certificates, the Administrative Agents shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrowers with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. For the avoidance of doubt, (i) in the event that the Parent delivers to the US Administrative Agent a quarterly report on Form 10-Q for any Fiscal Quarter, as filed with the SEC, within 45 days after the end of such Fiscal Quarter, such Form 10-Q shall satisfy the delivery requirement of Section 5.2(b) with respect to such Fiscal Quarter to the extent that it contains the information required by such section and otherwise complies with the other requirements in such section and (ii) in the event that the Parent delivers to the US Administrative Agent an annual report on Form 10-K for any Fiscal Year, as filed with the SEC, within 120 days after the end of such Fiscal Year, such Form 10-K shall satisfy the delivery requirement of Section 5.2(a) with respect to such Fiscal Year to the extent that it contains the information and report and opinion required by such section and otherwise complies with the other requirements in such section. Each Credit Party hereby acknowledges that (a) the Administrative Agents and/or the Lead Arranger will make available to the Lenders and the Issuing Lender materials and/or information provided by or on behalf of any Credit Party hereunder (collectively, “Company Materials”) by posting the Company Materials on the Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent or its securities) (each, a “Public Lender”). Each Credit Party hereby agrees that it will use commercially reasonable efforts to identify that 99 portion of the Company Materials that may be distributed to the Public Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, means that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” each Credit Party shall be deemed to have authorized the Administrative Agents, the Lead Arranger, the Issuing Lender and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to any Credit Party or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in Section 9.8); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (z) the Administrative Agents and the Lead Arranger shall be entitled to treat any Company Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.”