Common use of Financial Statements Clause in Contracts

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Year, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative AgentAgent for delivery to each Lender, in form and detail reasonably satisfactory to the Administrative Agent: (a) as As soon as available, but in any event event, within 90 the earlier of (i) 100 days after the end of each Fiscal Year fiscal year of the Lead Borrower and (plus, if requested by Lead ii) the date that is 10 days after the date the Borrower in writing on or prior delivered its 10-K to such date, up to an additional five (5) Business Days thereafter)the SEC, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as As soon as available, but in any event event, within 45 the earlier of (i) 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower and (plus, if requested by Lead ii) the date that is 5 days after the date the Borrower in writing on or prior delivered its 10-Q to such date, up to an additional five (5) Business Days thereafter)the SEC, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, and the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Borrower’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(b), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under Section 7.01(a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Section 7.01(a) or (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver The Borrower shall deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent (for further distribution to the Administrative Agent:each Lender): (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of earnings, changes in shareholders’ equity and accumulated other comprehensive income or operations, Shareholders’ Equity (loss) and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 60 days after the end of each of the first three Fiscal Quarters of each Fiscal Year fiscal quarters of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)each fiscal year, a consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of each such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of earnings, changes in shareholders’ equity and accumulated other comprehensive income or operations, Shareholders’ Equity (loss) and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail certified by a Responsible Officer of the Lead Borrower as fairly presenting in all material respects the financial condition, condition and results of operations, Shareholders’ Equity and cash flows operations of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(b), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver Furnish, or cause to be furnished, to the Administrative Agent, in form Agent and detail reasonably satisfactory to the Administrative AgentLenders: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of Hyatt (or such earlier date as Hyatt may file or be required to file such statements with the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafterSEC), a Consolidated consolidated balance sheet of the Lead Borrower Hyatt and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in stockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Deloitte or another independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders (it being agreed that any of the “Big Four” accounting firms shall be acceptable to the Required Lenders), which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of Hyatt (or such earlier date as Hyatt may file or be required to file such statements with the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafterSEC), a consolidated balance sheet of the Lead Borrower Hyatt and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerHyatt’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower Hyatt as fairly presenting in all material respects the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Hyatt and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; . As to any information contained in materials furnished pursuant to Section 5.2(a), Hyatt shall not be separately required to furnish such information under clause (ca) as soon as availableor (b) above, but the foregoing shall not be in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet derogation of the Lead Borrower obligation of Hyatt to furnish the information and its Subsidiaries as materials described in clauses (a) and (b) above at the end times specified therein. All such financial statements shall be complete and correct in all material respects (subject, in the case of such Fiscal Monthinterim statements, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal recurring year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April prepared in reasonable detail and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if in accordance with GAAP applied consistently throughout the applicable financial statements and Compliance Certificates for such periods have not been deliveredreflected therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plusMLP, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated consolidated balance sheet sheets of the Lead Borrower MLP and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAPdetail, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Ernst & Young LLP or other independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such audit;the audit nor to any qualifications and exceptions not reasonably acceptable to the Required Lenders; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)MLP, a consolidated balance sheet of the Lead Borrower MLP and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerMLP’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower MLP as fairly presenting the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower MLP and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus; provided that, if requested by Lead any financial statement referred to in Section 6.01(a) or (b) is readily available on-line through ▇▇▇▇▇, in lieu of furnishing copies of such financial statement, the Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet may notify the Administrative Agent of the Lead Borrower and its Subsidiaries as at the end availability of such Fiscal Monthfinancial statements on ▇▇▇▇▇, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for Administrative Agent shall make such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory notice available to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredLenders.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but ; As to any information contained in any event materials furnished within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering specified above but delivered pursuant to Section 6.02, the Borrower shall not be separately required to furnish such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May information under clause (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment a) or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered(b) above.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver Furnish to the Administrative Agent, in form Agent (and detail reasonably satisfactory to the Administrative Agent:Agent shall furnish to each Lender): (a) as soon as available, but in any event within 90 100 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated copy of the audited consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of such Fiscal Year, year and the related Consolidated audited consolidated statements of income or operations, Shareholders’ Equity and of cash flows for such Fiscal Yearyear, setting forth in each case in comparative form the figures for the previous Fiscal Yearyear, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by reported on without a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception exception, or any qualification or exception as to arising out of the scope of such the audit;, by Deloitte & Touche LLP or other independent certified public accountants of nationally recognized standing; and (b) as soon as available, but in any event within 45 not later than 55 days after the end of each of the first three Fiscal Quarters quarterly periods of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a the unaudited consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of such Fiscal Quarter, quarter and the related Consolidated unaudited consolidated statements of income or operations, Shareholders’ Equity and of cash flows for such Fiscal Quarter quarter and for the portion of the Lead Borrower’s Fiscal Year then endedfiscal year through the end of such quarter, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearyear, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as being fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter stated in accordance with GAAP, all material respects (subject only to normal year-end audit adjustments adjustments). All such financial statements shall be complete and correct in all material respects and shall be prepared in reasonable detail and in accordance with GAAP applied (except as approved by such accountants or officer, as the absence case may be, and disclosed in reasonable detail therein) consistently throughout the periods reflected therein and with prior periods and shall be deemed to have been delivered on the date on which the Borrower provides notice to the Administrative Agent that such information has been posted on the Borrower’s website at the website address listed on the signature pages of footnotes; (c) as soon as availablesuch notice, but at ▇▇▇.▇▇▇.▇▇▇ or at such other website identified in such notice and accessible by the Lenders without charge; provided that the Borrower shall deliver paper copies of such financial statements to the Administrative Agent or any event within 30 days after Lender who requests the end Borrower to deliver such paper copies until written notice to cease delivering paper copies is given by the Administrative Agent or such Lender. The Borrower will be deemed to have satisfied the requirements of each Fiscal Month of each Fiscal Year (excluding this Section 6.1 if any parent files with the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plusSEC and provides reports, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet documents and information of the Lead Borrower types otherwise so required, in each case within the applicable time periods specified by the applicable rules and its Subsidiaries as at regulations of the end of such Fiscal MonthSEC, and the related Consolidated statements of income or operationsBorrower is not required to file such reports, Shareholders’ Equity documents and cash flows for such Fiscal Month, information separately under the applicable rules and for the portion regulations of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for SEC (Aafter giving effect to any exemptive relief) the corresponding Fiscal Month because of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, filings by such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredparent.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent for prompt further distribution to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Parent Borrower (pluscommencing with the fiscal year ending December 31, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2007), (i) a Consolidated consolidated balance sheet of the Lead Parent Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Ernst & Young LLP or any other independent registered public accounting firm of nationally recognized standing standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit and (ii) a narrative report and management’s discussion and analysis, in a form reasonably acceptable satisfactory to the Administrative Agent, of the financial condition and results of operations of the Parent Borrower for such fiscal year, as compared to amounts for the previous fiscal year; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Parent Borrower (commencing with the fiscal quarter ended March 31, 2008), (i) a consolidated balance sheet of the Parent Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (A) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (B) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Parent Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Parent Borrower and its Subsidiaries in accordance with GAAP, subject only to changes resulting from normal year-end adjustments and the absence of footnotes and (ii) a narrative report and management’s discussion and analysis, in a form reasonably satisfactory to the Administrative Agent, of the financial condition and results of operations of the Parent Borrower for such fiscal quarter and the then elapsed portion of the fiscal year, as compared to the comparable periods in the previous fiscal year; (c) within ninety (90) days after the end of each fiscal year (commencing with the fiscal year ending December 31, 2008) of the Parent Borrower, a reasonably detailed consolidated budget for the following fiscal year as customarily prepared by management of the Parent Borrower for its internal use (including a projected consolidated balance sheet of the Parent Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable at the time of preparation of such Projections, it being understood that actual results may vary from such Projections and that such variations may be material; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) and Restricted Subsidiaries that are not Loan Parties (which may be in footnote form only) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Parent Borrower and its Subsidiaries by furnishing (A) the applicable financial statements of any direct or indirect parent of the Parent Borrower that holds all of the Equity Interests of the Parent Borrower or (B) the Parent Borrower’s or such entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to a parent of the Parent Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Borrower (or such parent), on the one hand, and the information relating to the Parent Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Ernst & Young LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Consolidated Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Ernst & Young LLP or another Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Consolidated Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Consolidated Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; . As to any information contained in materials furnished pursuant to Section 6.02, the Company shall not be separately required to furnish such information under clause (ca) as soon as availableor (b) above, but the foregoing shall not be in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet derogation of the Lead Borrower obligation of the Company to furnish the information and its Subsidiaries as materials described in clauses (a) and (b) above at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent (with sufficient copies for each Lender), in form and detail reasonably satisfactory to Agent and the Administrative AgentRequired Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year of the Lead Borrower (plusParent, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries sheets as at the end of such Fiscal Year, and the related Consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Year, on a consolidated and consolidating basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for the previous Fiscal Year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated which consolidated statements to shall be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant or chartered accountant, as applicable, of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year of the Lead Borrower (plusParent, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a unaudited balance sheet of the Lead Borrower and its Subsidiaries sheets as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerParent’s Fiscal Year fiscal year then ended, on a consolidated and consolidating basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief financial officer of the Lead Borrower Agent as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Parent and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but and in any event within 30 days after the end of each Fiscal Month month other than the last month of each Fiscal Year (excluding the end fiscal quarter of any Fiscal Month which is also the end of a Fiscal Quarter) (plusParent, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated unaudited balance sheet of the Lead Borrower and its Subsidiaries sheets as at the end of such Fiscal Monthmonth, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Month, month and for the portion of the Lead BorrowerParent’s Fiscal Year fiscal year then ended, on a consolidated basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month month of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief financial officer of the Lead Borrower Agent as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Parent and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredhistorical practices.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders, with sufficient copies for each Lender: (a) as soon as available, but in any event within 90 100 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet including shareholders’ equity of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter and latest fiscal year end in comparative form, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, and the related statement of cash flows for the portion of the Company’s fiscal year then ended, setting forth in comparative form the figures for the corresponding portion of the previous fiscal year all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(b), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form Agent and detail reasonably satisfactory to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)KKR Financial, a Consolidated consolidated balance sheet of the Lead Borrower KKR Financial and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth forth, in each case case, in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Deloitte & Touche LLP or another Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of any material misstatement; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)KKR Financial, a consolidated balance sheet of the Lead Borrower KKR Financial and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerKKR Financial’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower KKR Financial as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower KKR Financial and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(d), the time periods for delivering Borrowers shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrowers to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plusor, if requested by Lead Borrower in writing on or prior earlier, 15 days after the date required to such datebe filed with the SEC, up without giving effect to an additional five (5) Business Days thereafterany extension), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by (i) a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing to which the Required Lenders have not reasonably acceptable to the Administrative Agentobjected, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception (ii) an attestation report of such Registered Public Accounting Firm as to the scope Borrower’s internal controls to the extent required pursuant to Section 404 of such audit;▇▇▇▇▇▇▇▇-▇▇▇▇▇, in each case expressing a conclusion to which the Required Lenders have not reasonably objected; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusor, if requested by Lead Borrower in writing on or prior earlier, 5 days after the date required to such datebe filed with the SEC, up without giving effect to an additional five (5) Business Days thereafterany extension), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, controller or the treasurer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a5.02(d), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under Section 5.01(a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Sections 5.01(a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 100 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Ernst & Young or another independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(d), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent for prompt further distribution to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (pluscommencing with the fiscal year ending September 30, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2007), (i) a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized standing standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit and (ii) a narrative report and management’s discussion and analysis, in a form reasonably acceptable satisfactory to the Administrative Agent, of the financial condition and results of operations of the Borrower for such fiscal year, as compared to amounts for the previous fiscal year and budgeted amounts; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower (commencing with the fiscal quarter ended December 31, 2007), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to changes resulting from normal year-end adjustments and the absence of footnotes and (ii) a narrative report and management’s discussion and analysis, in a form reasonably satisfactory to the Administrative Agent, of the financial condition and results of operations of the Borrower for such fiscal quarter and the then elapsed portion of the fiscal year, as compared to the comparable periods in the previous fiscal year and budgeted amounts; (c) within ninety (90) days after the end of each fiscal year (commencing with the fiscal year ending September 30, 2007) of the Borrower, a reasonably detailed consolidated budget for the following fiscal year as customarily prepared by management of the Borrower for its internal use (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable at the time of preparation of such Projections, it being understood that actual results may vary from such Projections and that such variations may be material; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) and Restricted Subsidiaries that are not Loan Parties (which may be in footnote form only) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and its Subsidiaries by furnishing (A) the applicable financial statements of any direct or indirect parent of the Borrower that holds all of the Equity Interests of the Borrower or (B) the Borrower’s or such entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to a parent of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after . Any financial statements required to be delivered prior to the end of each required delivery of the first three Fiscal Quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, and the related Consolidated financial statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then endedfiscal year ending September 30, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, 2008 shall not be required to contain all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit purchase accounting adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory relating to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of Transactions to the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year extent it is not practicable to include any such adjustments in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredstatements.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)fiscal year, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit and which report shall state that such financial statements present fairly the financial position of the Company and its Subsidiaries as of the date and for the period indicated in conformity with GAAP; and (b) as soon as available, but in any event within 45 60 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)fiscal year, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.2(d), the time periods for delivering Company shall not be separately required to furnish such financial statements information under subsection (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in subsection (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Toro, a Consolidated consolidated balance sheet of the Lead Borrower Toro and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Toro, a consolidated balance sheet of the Lead Borrower Toro and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerToro’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Officer of the Lead Borrower Toro as fairly presenting the financial condition, results of operations, Shareholdersstockholders’ Equity equity and cash flows of the Lead Borrower Toro and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; . As to any information contained in materials furnished pursuant to Section 6.02(c), Toro shall not be separately required to furnish such information under clause (ca) as soon as availableor (b) above, but the foregoing shall not be in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet derogation of the Lead Borrower obligation of Toro to furnish the information and its Subsidiaries as materials described in clauses (a) and (b) above at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower Borrower, (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5i) Business Days thereafter), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit, and (ii) for each MLP that is an Unrestricted MLP Subsidiary, a consolidated balance sheet of such MLP and its Subsidiaries as at the end of such fiscal year of the Borrower, and the related consolidated statements of income or operations, shareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous twelve-month period, all in reasonable detail and prepared in accordance with GAAP; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower Borrower, (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5i) Business Days thereafter), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; ; and (cii) as soon as available, but in any event within 30 days after the end of for each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which MLP that is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter)Unrestricted MLP Subsidiary, a Consolidated consolidated balance sheet of the Lead Borrower such MLP and its Subsidiaries as at the end of such Fiscal Monthfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Month, fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month fiscal quarter of the previous Fiscal Year fiscal year of the Borrower and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower MLP and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but . As to any information contained in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in lieu of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver The Borrower shall deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 70 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of Deloitte & Touche LLP or another nationally recognized standing reasonably acceptable to the Administrative Agentindependent certified public accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 55 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such datebeginning with the fiscal quarter ending December 31, up to an additional five (5) Business Days thereafter)2013, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(b), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and (b) at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. (a) Deliver to the Administrative AgentAgent for prompt further distribution to each Lender, in form within one hundred fifty (150) days after the end of the fiscal year ending December 31, 2014 and detail reasonably satisfactory to the Administrative Agent: within one hundred twenty (a120) as soon as available, but in any event within 90 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)subsequent fiscal year, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries Subsidiaries, in each case as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent registered public accounting firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit other than a going concern qualification resulting from (I) an upcoming maturity date under the Facilities occurring within one year from the time such opinion is delivered and (II) any prospective or actual financial covenant default under the RBL Credit Agreement or any RBL Pari Debt. (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but within sixty (60) days (or ninety (90) days in any event within 45 days the case of the fiscal quarters ending after the Closing Date and prior to September 30, 2015) after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, fiscal quarter and the related Consolidated consolidated statements of income or operationsoperations for such fiscal quarter and the portion of the fiscal year then ended, Shareholderssetting forth in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, and statements of stockholders’ Equity equity for the current fiscal quarter and consolidated statement of cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholdersstockholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event no later than one hundred twenty (120) days after the end of the fiscal year ending December 31, 2014 and within 30 one hundred five (105) days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter)subsequent fiscal year, a Consolidated reasonably detailed consolidated budget for the following fiscal year on a quarterly basis (including a projected consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Fiscal Month Projections have been prepared in accordance with GAAPgood faith on the basis of the assumptions stated therein, subject only which assumptions were believed to normal year-end audit adjustments be reasonable at the time of preparation of such Projections, it being understood that actual results may vary from such Projections and the absence of footnotes;that such variations may be material; and (d) Deliver to the Administrative Agent with each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, supplemental financial information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of Borrower and the Subsidiaries by furnishing (A) the applicable financial statements of Borrower (or any Parent Entity) or (B) Borrower’s (or any Parent Entity), as soon applicable, Form 10-K or 10-Q, as availableapplicable, but filed with the SEC; provided that with respect to clauses (A) and (B), (i) to the extent such information relates to a Parent Entity, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Borrower, on the one hand, and the information relating to Borrower and the Subsidiaries on a stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of an independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and, except as permitted in Section 6.01(a), shall not be subject to any event not more than 60 days after “going concern” or like qualification or exception or any qualification or exception as to the end scope of each Fiscal Year such audit. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Lead Borrower Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website address listed on Schedule 10.02; or (plusii) on which such documents are posted on the Borrower’s behalf on IntraLinks/IntraAgency, Debtdomain, Road Show Access or another relevant website, if requested any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by Lead the Administrative Agent); provided that: (i) upon written request by the Administrative Agent, the Borrower in writing on shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent; and (ii) the Borrower shall notify (which may be by facsimile or prior to such date, up to an additional five (5electronic mail) Business Days thereafter), forecasts prepared by management the Administrative Agent of the Lead Borrowerposting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Notwithstanding anything contained herein, in form reasonably satisfactory every instance the Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.02(a) to the Administrative Agent; provided, however, that if such Compliance Certificate is first delivered by electronic means, the date of Consolidated balance sheets and statements such delivery by electronic means shall constitute the date of income delivery for purposes of compliance with Section 6.02(a). Each Lender shall be solely responsible for timely accessing posted documents or operations and cash flows requesting delivery of paper copies of such documents from the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery maintaining its copies of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivereddocuments.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent:[Use following paragraph (a) for Fiscal Year-end financial statements] (a) Attached hereto as soon as available, but in any event within 90 days after Appendix III are the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a audited Consolidated balance sheet of the Lead Borrower and its Subsidiaries Subsidiaries, as at required by Section 6.01(a) of the end of such Credit Agreement for the Fiscal YearYear ended ____________, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year, all in reasonable detail and detail, prepared in accordance with GAAP, such Consolidated statements to be audited GAAP and accompanied by a report and unqualified opinion such materials as are required to be delivered pursuant to Section 6.01(a) of a Registered Public Accounting Firm the Credit Agreement (all of nationally recognized standing reasonably acceptable to the Administrative Agentforegoing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any collectively, the “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;Annual Financial Statements”). [Use following paragraph (b) for Fiscal Quarter-end financial statements] (b) Attached hereto as soon as available, but in any event within 45 days after Appendix III are the end of each of the first three Fiscal Quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries Subsidiaries, as at required by Section 6.01(b) of the end of such Credit Agreement for the Fiscal QuarterQuarter ended ___________, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) such period set forth in the projections delivered pursuant to Section 6.01(d) of the Credit Agreement, (B) the corresponding Fiscal Quarter of the previous Fiscal Year and (BC) the corresponding portion of the previous Fiscal Year, all in reasonable detail, detail and accompanied by such Consolidated statements materials as are required to be certified by a Responsible Officer delivered pursuant to Section 6.01(b) of the Lead Borrower as Credit Agreement (all of the foregoing, collectively, the “Quarterly Financial Statements”). The Quarterly Financial Statements were prepared in accordance with GAAP and present fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries Subsidiaries, as of the end of such Fiscal Quarter in accordance with GAAPQuarter, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 upon the earlier of the date that is ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on Parent or prior to the date such date, up to an additional five (5) Business Days thereafter)information is filed with the SEC, a Consolidated consolidated balance sheet of the Lead Borrower Parent and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 upon the earlier of the date that is forty-five days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on Parent or prior to the date such date, up to an additional five (5) Business Days thereafter)information is filed with the SEC, a consolidated balance sheet of the Lead Borrower Parent and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerParent’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Parent as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Parent and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver Furnish to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated copy of the consolidated balance sheet of the Lead Borrower Company and its consolidated Subsidiaries as at the end of such Fiscal Year, year and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and retained earnings and of cash flows for such Fiscal Yearyear, setting forth in each case in comparative form the figures for the previous Fiscal Yearyear, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by reported on without a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception exception, or any qualification or exception as to arising out of the scope of such the audit;, by PricewaterhouseCoopers LLP or other independent certified public accountants of nationally recognized standing; and (b) as soon as available, but in any event within 45 not later than 60 days after the end of each of the first three Fiscal Quarters quarterly periods of each Fiscal Year fiscal year of the Lead Borrower (plusCompany, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a the unaudited consolidated balance sheet of the Lead Borrower Company and its consolidated Subsidiaries as at the end of such Fiscal Quarter, quarter and the related Consolidated unaudited consolidated statements of income or operations, Shareholders’ Equity and retained earnings of such quarter and of cash flows for such Fiscal Quarter of the Company and its consolidated Subsidiaries for the portion of the Lead Borrower’s Fiscal Year then endedfiscal year through the end of such quarter, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter previous year or, in the case of such consolidated balance sheet, for the last day of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearprior fiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as being fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter stated in accordance with GAAP, all material respects (subject only to normal year-end audit adjustments adjustments); all such financial statements shall be complete and the absence of footnotes; (c) as soon as available, but correct in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower all material respects and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all shall be prepared in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity detail and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAPGAAP applied consistently throughout the periods reflected therein and with prior periods (except as approved by such accountants or officer, subject only as the case may be, and disclosed therein). Information required to normal year-end audit adjustments and be delivered pursuant to this Section 5.1 shall be deemed to have been delivered to the absence of footnotes; (d) as soon as available, but Lenders on the date on which the Company provides written notice to the Managing Administrative Agent that such information has been posted on the Company’s website on the Internet at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇▇ or in any event not more than 60 days after an internet or intranet website to which each Lender has access or is available on the end of each Fiscal Year website of the Lead Borrower Securities and Exchange Commission or any successor at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇ (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income extent such information has been posted or operations and cash flows of the Lead Borrower and its Subsidiaries, is available as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year described in which the Maturity Date occurssuch notice), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver Furnish to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at of the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity changes in equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 fifty days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at of the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter Consolidated Group in all material respects, in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(d), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent: (a) as As soon as available, but in any event within 90 available and no later than ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower, the Borrower shall deliver to the Administrative Agent one (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five 1) copy of: (5A) Business Days thereafter), a Consolidated the audited balance sheet of the Lead Borrower and its Subsidiaries as at of the end of such Fiscal Year, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Year, all in reasonable detail fiscal year and accompanied by an opinion of the Independent Accountants stating that such balance sheet presents fairly the financial condition of the companies being reported upon and has been prepared in accordance with GAAPGAAP consistently applied (except for changes in application in which such accountants concur); and (B) audited statements of income, stockholders' equity and cash flow of the Borrower for such Consolidated statements to be audited fiscal year; in each case setting forth in comparative form the figures for the previous fiscal year and accompanied by a report and unqualified an opinion of a Registered Public Accounting Firm the Independent Accountants stating that such financial statements present fairly the financial condition of nationally recognized standing reasonably acceptable to the Administrative Agent, which report Borrower and opinion shall be have been prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of GAAP consistently applied (except for changes in application in which such audit;accountants concur). (b) as As soon as available, but in any event within 45 available and no later than thirty (30) days after the end of each fiscal month in each fiscal year of CPS, the first three Fiscal Quarters of each Fiscal Year of Borrower shall deliver, or cause to be delivered, to the Lead Borrower Administrative Agent one (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five 1) copy of: (5A) Business Days thereafter), a the unaudited consolidated balance sheet of the Lead Borrower CPS and its consolidated Subsidiaries (including the Borrower) as at of the end of such Fiscal Quarterfiscal month, which balance sheet shall be prepared and presented in accordance with, and provide all necessary disclosure required by, GAAP and shall be accompanied by a certificate signed by the related Consolidated financial vice president, treasurer, chief financial officer, chief investment officer or controller of CPS stating that such balance sheet presents fairly the financial condition of CPS and has been prepared in accordance with GAAP consistently applied; and (B) the unaudited consolidated statements of income or operationsincome, Shareholders’ Equity stockholders' equity and cash flows flow of CPS and its consolidated Subsidiaries (including the Borrower) for such Fiscal Quarter fiscal month, which such statements shall be prepared and for presented in accordance with, and provide all necessary disclosure required by, GAAP and shall be accompanied by a certificate signed by the portion financial vice president, treasurer, chief financial officer, chief investment officer or controller of CPS stating that such financial statements present fairly the financial condition and results of operations of CPS and have been prepared in accordance with GAAP consistently applied. (c) As soon as available and no later than forty-five (45) days after the end of each fiscal quarter in each fiscal year of CPS, the Borrower shall deliver, or cause to be delivered, to the Administrative Agent one (1) copy of: (A) the unaudited consolidated balance sheet of CPS and its consolidated Subsidiaries (including the Borrower) as of the Lead end of such fiscal quarter, which such balance sheet shall be prepared and presented in accordance with, and provide all necessary disclosure required by GAAP and shall be accompanied by a certificate signed by the financial vice president, treasurer, chief financial officer, chief investment officer or controller of CPS or another officer of CPS acceptable to the Administrative Agent stating that such balance sheet presents fairly the financial condition of the companies being reported upon and has been prepared in accordance with GAAP consistently applied; and (B) the unaudited consolidated statements of income, stockholders' equity and cash flow of CPS and its consolidated Subsidiaries (including the Borrower’s Fiscal Year then ended) for such fiscal quarter, which such statements shall be prepared and presented in accordance with, and provide all necessary disclosure required by, GAAP and shall be accompanied by a certificate signed by the financial vice president, treasurer, chief financial officer, chief investment officer or controller of CPS or another officer of CPS acceptable to the Administrative Agent stating that such financial statements present fairly the financial condition and results of operations of the companies being reported upon and have been prepared in accordance with GAAP consistently applied; (d) As soon as available and no later than ninety (90) days after the end of each fiscal year of CPS, the Borrower shall deliver, or cause to be delivered, to the Administrative Agent one (1) copy of: (A) the audited consolidated balance sheet of CPS and its consolidated Subsidiaries (including the Borrower) as of the end of the fiscal year, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter previous fiscal year and accompanied by an opinion of the previous Fiscal Year Independent Accountants stating that such balance sheet presents fairly the financial condition of the companies being reported upon and has been prepared in accordance with GAAP consistently applied (except for changes in application in which such accountants concur); and (B) the corresponding portion audited consolidated statements of the previous Fiscal Yearincome, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity stockholders' equity and cash flows flow of the Lead Borrower CPS and its consolidated Subsidiaries as of (including the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (cBorrower) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth fiscal year; in each case setting forth in comparative form the figures for (A) the corresponding Fiscal Month previous fiscal year and accompanied by an opinion of the previous Fiscal Year and (B) Independent Accountants stating that such financial statements present fairly the corresponding portion financial condition of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity companies being reported upon and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month have been prepared in accordance with GAAPGAAP consistently applied (except for changes in application in which such accountants concur). (e) For so long as CPS is subject to the periodic reporting obligations of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, subject only to normal year-end audit adjustments as amended, Borrower and CPS may comply with the absence of footnotes; covenants set forth in the preceding paragraphs (c) and (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year by electronic filing of the Lead Borrower (plus, if requested annual and quarterly reports required by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”)act; provided, that no prepayment of Indebtednessthe Borrower and/or CPS shall notify, Acquisitionor cause to be notified, Restricted Payment, Investment or other transaction or payment permitted hereunder based the Administrative Agent promptly upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredelectronic filing.

Financial Statements. (a) Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent for prompt further distribution to the Administrative Agent: (a) as soon as available, but in any event each Lender within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plusor, if requested by Lead Borrower in writing on or prior with respect to fiscal year 2014, within 95 days after the end of such date, up to an additional five (5fiscal year) Business Days thereafter)beginning with the 2014 fiscal year, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersstockholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Ernst & Young or any other independent registered public accounting firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit (other than any qualification or exception that is solely with respect to, or resulting solely from, (i) an upcoming maturity date of any Indebtedness or (ii) any potential inability to satisfy a financial maintenance covenant on a future date or in a future period) (an “Accounting Opinion”); and (b) as soon as available, but in any event Deliver to the Administrative Agent for prompt further distribution to each Lender within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusor, if requested with respect to fiscal year 2014, within 45 days after the Form 10 is declared effective by Lead Borrower in writing on or prior the SEC with respect to such date, up to an additional five (5) Business Days thereafterthe first fiscal quarter and within 50 days after the end of the second and third fiscal quarter), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, fiscal quarter and the related Consolidated (i) consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; . Notwithstanding the foregoing, the obligations in clauses (ca) as soon as available, but in any event within 30 days after the end and (b) of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior this Section 6.01 may be satisfied with respect to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet financial information of the Lead Borrower and its Subsidiaries by furnishing the Borrower’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided, that, to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by an Accounting Opinion. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, at the end website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Borrower’s behalf on IntraLinks/IntraAgency or another relevant website (including without limitation the ▇▇▇▇▇ website of such Fiscal Monththe SEC), if any, to which each Lender and the related Consolidated statements of income Administrative Agent have access (whether a commercial, third-party website or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified whether sponsored by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower Borrower: (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5i) Business Days thereafter), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAPdetail, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of the audit nor to any qualifications and exceptions not reasonably acceptable to the Required Lenders; or (ii) an SEC Form 10-K for the Borrower (excluding the exhibits thereto) relating to such audit;fiscal year; and (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower Borrower: (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5i) Business Days thereafter), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; ; or (cii) as soon as available, but in any event within 30 days after an SEC Form 10-Q for the end of each Fiscal Month of each Fiscal Year Borrower (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarterexhibits thereto) (plus, if requested by Lead Borrower in writing on or prior relating to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredfiscal quarter.

Financial Statements. Deliver The Company shall deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 70 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of Deloitte & Touche LLP or another nationally recognized standing reasonably acceptable to the Administrative Agentindependent certified public accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 55 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusCompany, if requested by Lead Borrower in writing on or prior to such datebeginning with the fiscal quarter ending September 30, up to an additional five (5) Business Days thereafter)2011, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(b), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and (b) at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Parent Borrower, a Consolidated consolidated balance sheet of the Lead Parent Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows and consolidated partners’ capital (or other form of owners’ equity) for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by (i) a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit and (ii) an attestation report of such Registered Public Accounting Firm as to the Parent Borrower’s internal controls pursuant to Section 404 of ▇▇▇▇▇▇▇▇-▇▇▇▇▇ that does not identify any material weaknesses or scope limitations, other than (1) scope limitations related to acquisitions by Parent Borrower or the Subsidiaries that are effected during the period covered by the attestation report or (2) material weaknesses or scope limitations to which the Required Lenders do not object; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of Parent Borrower, commencing with the Lead Borrower (plusfiscal quarter ending September 30, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)2014, a consolidated balance sheet of the Lead Parent Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Parent Borrower’s Fiscal Year fiscal year then ended (or, in the case of the statement of cash flows, solely the portion of Parent Borrower’s fiscal year then ended), and the consolidated partners’ capital (or other form of owners’ equity) for the portion of the Parent Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Officer of the Lead Borrower General Partner as fairly presenting in all material respects the financial condition, results of operations, Shareholderspartners’ Equity capital and cash flows of the Lead Parent Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(d), the time periods for delivering Parent Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Parent Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 100 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “"going concern” " or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year 's fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity shareholders' equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(e), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver The Company will furnish to the Administrative Agent, in form Agent and detail reasonably satisfactory to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated copy of (i) the audited consolidated balance sheet of the Lead Borrower and its Subsidiaries Company as at the end of such Fiscal Year, year and the related Consolidated audited consolidated statements of income or operationsincome, Shareholders’ Equity stockholders' equity and cash flows for such Fiscal Yearyear, setting forth in each case in comparative form the figures as of the end of and for the previous Fiscal Yearyear, all in reasonable detail and prepared in accordance with GAAPdetail, such Consolidated statements to be audited and accompanied certified, without qualification, by a report and unqualified opinion firm of a Registered Public Accounting Firm independent accountants of nationally recognized standing reasonably acceptable to the Administrative AgentLenders; provided however, which report and opinion that the firm PricewaterhouseCoopers LLP shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as acceptable to the scope of such audit;Lenders; and (b) as soon as available, but in any event within not later than 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a copy of the unaudited consolidated balance sheet of the Lead Borrower and its Subsidiaries Company as at the end of each such Fiscal Quarter, fiscal quarter and the related Consolidated unaudited consolidated statements of income or operationsincome, Shareholders’ Equity stockholders' investment and cash flows of the Company for such Fiscal Quarter quarter and for the portion of the Lead Borrower’s Fiscal Year then endedfiscal year through such date, all in reasonable detail and setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of and for the corresponding period of the previous year, certified as to fairness of presentation by the chief financial officer, treasurer or controller of the Company; all such Fiscal Quarter financial statements to be complete and correct in accordance with GAAPall material respects (subject, subject only in the case of interim statements, to normal year-end audit adjustments adjustments) and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all be prepared in reasonable detaildetail and in accordance with GAAP (except, in the case of interim financial statements, that such Consolidated financial statements to need not contain footnotes and shall be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month prepared substantially in accordance with GAAP, subject only to normal year-end audit adjustments ) applied consistently throughout the periods reflected therein (except as approved by the Company's independent accountants and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafterdisclosed therein), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory . In addition to the Administrative Agentfinancial statements required to be delivered pursuant to (a) and (b) above, of Consolidated the Company agrees to deliver consolidating financial statements (including a balance sheets sheet and statements of income or operations income, stockholders' investment and cash flows of flows) at the Lead Borrower and same time it delivers its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of consolidated financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), if the time periods for delivering such Company begins preparing consolidating financial statements in the ordinary course of its business or otherwise for filing with the Securities and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredExchange Commission.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 95 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 50 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 50 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet fiscal year of the Lead Borrower, an annual business plan and budget of the Borrower and its Subsidiaries as at the end of such Fiscal Monthon a consolidated basis, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), including forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative AgentAgent and the Required Lenders, of Consolidated consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, Subsidiaries on a monthly quarterly basis for the immediately following Fiscal Year (including the Fiscal Year fiscal year. As to any information contained in which the Maturity Date occurs), and as soon as available, any significant revisions materials furnished pursuant to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under Section 6.01(a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to (i) Quarterly Financials: within 60 days after the Administrative Agentend of each fiscal quarter of each Fiscal Year (other than the last quarter of each Fiscal Year), in form and detail reasonably satisfactory to the Administrative Agent: (a) the unaudited consolidated balance sheets of each of the Obligors as soon as at the end of such fiscal quarter and the related consolidated statements of income and stockholders' equity of each such company for such fiscal quarter and consolidated cash flows of each such company for the period from the beginning of then current Fiscal Year to the end of such fiscal quarter, all such financial statements to be in the form prepared for the management of the Borrowers and certified by the chief financial officer, controller or treasurer of such company being fairly stated in all material respects (subject to normal year-end audit adjustments); provided that delivery of such company's Form 10-Q for such fiscal quarter shall be deemed to satisfy all of the requirements of this Section 5.1(a)(i) and in lieu of actual delivery of such Form 10-Q, the Borrowers may notify the Loan Agent that such report has been filed with the SEC and that such report is publicly available, but in any event ; and (ii) Year-End Financials: within 90 105 days after the end of each Fiscal Year Year, (a) the consolidated balance sheets of each of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as Obligors at the end of such Fiscal Year, Year and the related Consolidated consolidated statements of income or operationsincome, Shareholders’ Equity stockholders' equity and cash flows of such company for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year, all in reasonable detail detail, and prepared in accordance with GAAP, (b) an accountant's report thereon of KPMG LLP or other independent certified public accountants of recognized national standing selected by such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agentcompany, which report shall state that such consolidated financial statements fairly present the consolidated financial position of such company as at the dates indicated and opinion shall be prepared the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope standards; provided that delivery of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows company's Form 10-K for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April deemed to satisfy all of the requirements of this Section 5.1(a)(ii) and 15 days for May (each an “Extension Period”); providedin lieu of actual delivery of such Form 10-K, the Borrowers may notify the Loan Agent that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if such report has been filed with the applicable financial statements SEC and Compliance Certificates for that such periods have not been deliveredreport is publicly available.

Financial Statements. Deliver to the Administrative AgentLender, in form and detail reasonably satisfactory to the Administrative AgentLender: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior such earlier date as required to such date, up to an additional five (5) Business Days thereafterbe filed with the SEC), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentLender, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior such earlier date as required to such date, up to an additional five (5) Business Days thereafterbe filed with the SEC), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but in any event within 30 at least 15 days after before the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet fiscal year of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative AgentLender, of Consolidated consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, Subsidiaries on a monthly quarterly basis for the immediately following Fiscal Year fiscal year (including the Fiscal Year fiscal year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(creferred to under clauses (a) and Section 6.02(a), (b) above shall include segment detail by product and region in form and detail satisfactory to the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredLender.

Financial Statements. Deliver to the Administrative AgentAgent (for distribution to the Lenders), in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm any “Big Four” accounting firm or any other independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 forty-five days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(d), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent (which shall deliver to each Lender), in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated balance sheet consolidated statement of financial condition of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operationsincome, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm PricewaterhouseCoopers LLP or any other independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (pluscommencing with the fiscal quarter ending March 31, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2015), a balance sheet consolidated statement of financial condition of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, principal accounting officer, treasurer or controller of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under Section 6.01(a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity, and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, the related Consolidated statements of income or operations for such fiscal quarter and for the portion of the Borrower’s fiscal year then ended, and the related Consolidated statements of income or operationschanges in shareholders’ equity, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but in any event within 30 not more than seventy-five (75) days after the end of each Fiscal Month fiscal year of each Fiscal Year (excluding the end Borrower, an annual budget approved by the board of any Fiscal Month which is also the end directors of a Fiscal Quarter) (plusBorrower including, if requested by Lead Borrower in writing on or prior to such datewithout limitation, up to an additional two (2) Business Days thereafter)annual income statement, a Consolidated balance sheet and statement of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, immediately succeeding year on a monthly quarterly basis for the immediately following Fiscal Year fiscal year (including the Fiscal Year fiscal year in which the Maturity Date occurs), and as soon as available, . As to any significant revisions information contained in materials furnished pursuant to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(d), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under subsection (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Holdings, a Consolidated consolidated balance sheet of the Lead Borrower Holdings and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity, and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Holdings, a consolidated balance sheet of the Lead Borrower Holdings and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year Holdings’ fiscal year then ended, and the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Holdings’ fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower Holdings as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Holdings and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but in any event within 30 days after not later than the end delivery of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower financial statements described in writing on or prior to such date, up to an additional two (2) Business Days thereafterSection 6.01(a), a Consolidated balance sheet of the Lead Borrower budgets and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead BorrowerHoldings, in form reasonably satisfactory to the Administrative AgentAgent and the Required Lenders, of Consolidated consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower Holdings and its Subsidiaries, as well as projected Availability, Subsidiaries on a monthly quarterly basis for the immediately following Fiscal Year fiscal year (including the Fiscal Year fiscal year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver Furnish to the Administrative Agent, in form Lender and detail reasonably satisfactory to the Administrative AgentSecurity Trustee: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower Borrower, a copy of its audited balance sheet (plusconsolidated, if requested by Lead Borrower in writing on or prior to such dateapplicable) and related statements of operations, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet stockholders' equity and cash flows as of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Year, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Yearyear, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all reported on by the Borrower's independent public accountants of recognized national standing to the effect that such financial statements present fairly in reasonable detail all material respects the financial condition and prepared results of operations of the Borrower (on a consolidated basis, if applicable) in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 90 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower Borrower, its balance sheet (plusconsolidated, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5applicable) Business Days thereafter), a balance sheet and related statements of the Lead Borrower operations and its Subsidiaries cash flows as at of the end of and for such Fiscal Quarter, fiscal quarter (in the case of the statement of operations) and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the then elapsed portion of the Lead Borrower’s Fiscal Year then endedfiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (Aor, in the case of the balance sheet, as the end of) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter prepared in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) concurrently with any delivery of financial statements under clause (a) above, a certificate of an officer of the Borrower certifying (i) that he is familiar with or has reviewed the relevant terms of this Agreement and has made, or caused to be made under his supervision, a review of the transactions and conditions of the Borrower during the preceding year and (ii) as soon as available, but in any event within 30 days after to whether the end Borrower has Actual Knowledge that an Event of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which Default has occurred and is also the end of a Fiscal Quarter) (pluscontinuing and, if requested by Lead Borrower in writing on so, specifying the details thereof and any action taken or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements proposed to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance taken with GAAP, subject only to normal year-end audit adjustments and the absence of footnotesrespect thereto; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Lender in connection with a Securitization at any time when the Borrower in writing on is not subject to Section 13 or prior to such date, up to an additional five (515(d) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, Securities Exchange Act of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries1934, as well as projected Availabilityamended, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast other additional information with respect to the Borrower that would be within the scope of Rule 144A(d)(4) under the Securities Act of 1933 assuming for this purpose only that the securities issued in the Securitization were deemed to be issued by the Borrower; and (e) promptly following any request therefor, such Fiscal Year. The Administrative Agent and other nonconfidential information regarding the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a)Aircraft, the operations, business affairs and financial condition of the Borrower or any Subsidiary, or compliance with the terms of the Operative Agreements, as Lender or Security Trustee from time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredto time reasonably request.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated and consolidating statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by (i) a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of any material misstatement and (ii) an opinion of such Registered Public Accounting Firm independently assessing Borrower’s internal controls over financial reporting in accordance with Item 308 of SEC Regulation S-K, PCAOB Auditing Standard ▇▇. ▇, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇-▇▇▇▇▇ stating whether Borrower maintained, in all material respects, effective internal controls over financial reporting and identifying any material weaknesses in such internal controls, and such consolidating statements to be certified by the chief executive officer, chief financial officer, treasurer or controller of Borrower to the effect that such statements are fairly stated in all material respects when considered in relation to the consolidated financial statements of Borrower and its Subsidiaries; and (b) as soon as available, but in any event within 45 forty-five days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form form, as applicable under GAAP, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer the chief executive officer, chief financial officer, chief operating officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; . As to any information contained in materials furnished pursuant to Section 7.02(d), Borrower shall not be separately required to furnish such information under clause (ca) as soon as availableor (b) above, but the foregoing shall not be in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet derogation of the Lead obligation of Borrower to furnish the information and its Subsidiaries as materials described in clauses (a) and (b) above at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, Agent for further distribution to each Lender (provided any of the information required pursuant to this Section 6.01 shall be deemed validly delivered as provided in form and detail reasonably satisfactory to the Administrative Agent:last paragraph of Section 6.02): (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm PricewaterhouseCoopers LLP or any other independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters of each Fiscal Year (3) fiscal quarters of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarter, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter fiscal quarter and as of the end of the prior fiscal year, consolidated statements of income or operations for such fiscal quarter and for the same period in the prior fiscal year and consolidated statements of income or operations and cash flows for the period commencing at the end of the previous fiscal year and ending with the end of such fiscal quarter, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 no later than ninety-five (95) days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet fiscal year of the Lead Borrower, reasonably detailed forecasts prepared by management of the Borrower, on a quarterly basis, of consolidated balance sheets, income statements, cash flow statements and Consolidated EBITDA of the Borrower and its Subsidiaries for the fiscal year following such fiscal year then ended; and (d) for any period for which the Unrestricted Subsidiaries, taken together, are reasonably anticipated by the Borrower to have had revenues or total assets in an amount that is equal to or greater than 5.0% of the consolidated revenues or total assets, as at applicable, of the end Borrower and its Restricted Subsidiaries, simultaneously with the delivery of such Fiscal Montheach set of consolidated financial statements referred to in Section 6.01(a) and Section 6.01(b) above, and the related Consolidated consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to any financial statements of income or operations, Shareholders’ Equity the Borrower and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for its Subsidiaries by furnishing (A) the corresponding Fiscal Month applicable financial statements of Holdings (or any other direct or indirect parent of the previous Fiscal Year and Borrower) or (B) the corresponding portion Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC, in each case, within the time periods specified in such paragraphs; provided that, with respect to each of clauses (A) and (B), (i) to the extent such financial statements relate to Holdings (or any other direct or indirect parent of the previous Fiscal YearBorrower), all such financial statements shall be accompanied by consolidating information that explains in reasonable detaildetail the differences between the information relating to Holdings (or such parent), such Consolidated statements on the one hand, and the information relating to the Borrower and its Subsidiaries on a standalone basis, on the other hand, which consolidating information shall be certified by a Responsible Officer of the Lead Borrower as fairly presenting such information and (ii) to the financial conditionextent such statements are in lieu of statements required to be provided under Section 6.01(a), results such statements are accompanied by a report and opinion of operationsPricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized standing, Shareholders’ Equity which report and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month opinion shall be prepared in accordance with GAAP, generally accepted auditing standards and shall not be subject only to normal year-end audit adjustments and the absence of footnotes; (d) any “going concern” or like qualification or exception or any qualification or exception as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, scope of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredaudit.

Financial Statements. Deliver The Company shall deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 70 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of Deloitte & Touche LLP or another nationally recognized standing reasonably acceptable to the Administrative Agentindependent certified public accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 55 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(b), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and 6.01(b) at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent (for distribution to the Administrative Agent:each Lender): (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm PricewaterhouseCoopers LLP or another independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “"going concern” " or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year 's fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholders’ Equity shareholders' equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end year‑end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver (a) Maintain a standard and modern system of accounting in accordance with sound accounting practice, (b) furnish to the Administrative AgentBank such information respecting the business, in form assets and detail financial condition of the Company and its Subsidiaries as the Bank may reasonably satisfactory request and (c) furnish to the Administrative AgentBank, without request: (ai) as soon as available, but in any event within 90 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Year, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 days after the end of each quarter of the first three Company's Fiscal Quarters of each Fiscal Year of Year, financial statements including the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a balance sheet of for the Lead Borrower Company and its Subsidiaries as at of the end of each such Fiscal Quarter, quarter and the related Consolidated statements of income or operationsincome, Shareholders’ Equity retained earnings and cash flows of the Company and its Subsidiaries for each such Fiscal Quarter quarter and for the portion that part of the Lead Borrower’s Fiscal Year then endedending with such quarter, setting forth in each case case, in comparative form the form, figures for (A) the corresponding Fiscal Quarter of periods in the previous preceding Fiscal Year and (B) the corresponding portion a comparison of the previous Fiscal Yearactual cash flow, income and capital expenditures with amounts budgeted for such period, all in reasonable detaildetail and certified as true, such Consolidated statements correct and complete, subject to be certified review and normal year-end adjustments, by a Responsible Officer the chief financial officer of the Lead Borrower Company; (ii) as fairly presenting soon as available, and in any event within 90 days after the financial conditionclose of each Fiscal Year, results of operations, Shareholders’ Equity and cash flows a copy of the Lead Borrower detailed annual audit report for such year and accompanying financial statements for the Company and its Subsidiaries as of the end of such year, containing balance sheets and statements of income, retained earnings and cash flows for such year and for the previous Fiscal Quarter Year, as audited by independent certified public accountants of recognized standing selected by the Company and satisfactory to the Bank, which report shall be accompanied by the unqualified opinion of such accountants to the effect that the statements present fairly, in accordance all material respects, the financial position of the Company as of the end of such year and the results of its operations and its cash flows for the year then ended in conformity with GAAP, subject only to normal year-end a certificate of such accountants showing their calculation of the financial covenants contained herein and stating that their audit adjustments disclosed no Default or that their audit disclosed a Default and specifying the same and the absence of footnotesaction taken or proposed to be taken with respect thereto, and any supplementary comments and reports submitted by such accountants to the Company including the management letter, if any; (ciii) as soon as available, but and in any event within 30 25 days after the end of each Fiscal Month month, financial statements (including a balance sheet, statement of income, and statement of cash flow) which are certified by the Company's Chief Financial Officer to be true, correct and complete; (iv) with the financial statements described in Section 5.3(a)(iii), the certificate of the president or chief financial officer of the Company to the effect that a review of the activities of the Company during such period has been made under his supervision to determine whether the Company has observed, performed and fulfilled each Fiscal Year and every covenant and condition in this Agreement and the Related Documents, and no Default has occurred (excluding or if such Default has occurred, specifying the end nature thereof and the period of existence thereof and the steps, if any, being undertaken to correct the same); (v) every Friday, for the week just ending on that Friday, or more frequently as the Bank may from time to time request, a Borrowing Base Certificate; and (vi) promptly upon learning of the occurrence of any Fiscal Month which is also of the end following, written notice thereof, describing the same and the steps being taken with respect thereto: the occurrence of any Default, the institution of, or any materially adverse determination or development in, any litigation, arbitration proceeding or governmental proceeding, the occurrence of a Fiscal Quarter) (plus"reportable event" under, if requested or the institution of steps by Lead Borrower the Company or any Subsidiary to withdraw from, or the institution of any steps to terminate, any Employee Plan as to which the Company or any Subsidiary may have liability, the commencement of any dispute which might lead to the modification, transfer, revocation, suspension or termination of this Agreement or any Related Document, or any event which would have a Material Adverse Effect. All financial statements referred to herein shall be complete and correct in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower all material respects and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all shall be prepared in reasonable detail, such Consolidated statements to be certified by detail and on a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity consolidated and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month consolidating basis in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredapplied consistently throughout all accounting periods.

Financial Statements. Deliver to the Administrative AgentAgent (for delivery to each Lender), in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)ADI, a Consolidated consolidated balance sheet of the Lead Borrower ADI and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)ADI, a consolidated balance sheet of the Lead Borrower ADI and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerADI’s Fiscal Year fiscal year then ended, and the related consolidated statement of cash flows for the portion of ADI’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower ADI as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower ADI and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafterSection 6.02(b), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of ADI shall not be separately required to furnish such Fiscal Month, and the related Consolidated statements of income information under clause (a) or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (Ab) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredabove.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Verisk, a Consolidated consolidated balance sheet of the Lead Borrower Verisk and its direct and indirect Subsidiaries on a consolidated basis as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity, and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 60 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Verisk, a consolidated balance sheet of the Lead Borrower Verisk and its direct and indirect Subsidiaries on a consolidated basis as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerVerisk’s Fiscal Year fiscal year then ended, and the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of Verisk’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower Verisk as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Verisk and its direct and indirect Subsidiaries as of the end of such Fiscal Quarter on a consolidated basis in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but adjustments. As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(d), the time periods for delivering Borrowers shall not be separately required to furnish such financial statements information under clauses (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrowers to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent for distribution by the Agent to each Lender, of the following, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accounting firm of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such auditaudit or with respect to the absence of any material misstatement; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholders’ Equity shareholders equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but in any event within 30 days after not later than the end last Business Day in February of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter)year, a Consolidated balance sheet copy of the Lead Borrower plan and forecast (including a projected consolidated and consolidating balance sheet, income statement and funds flow statement) of the Company and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 60 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver Furnish to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 not later than 20 days after required to be filed with the Securities and Exchange Commission at the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated copy of the consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of such Fiscal Year, year and the related Consolidated consolidated statements of income or operations, Shareholdersoperations and stockholders’ Equity equity and of cash flows for such Fiscal Yearyear, setting forth in each case in comparative form the figures for the previous Fiscal Yearyear, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by reported on without a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception exception, or any qualification or exception as to arising out of the scope of such the audit, by Ernst & Young LLP or other independent certified public accountants of nationally recognized standing; (b) as soon as available, but in any event within 45 not later than 15 days after required to be filed with the Securities and Exchange Commission at the end of each of the first three Fiscal Quarters quarterly periods of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing commencing with the fiscal quarter ending on or prior to such dateabout March 31, up to an additional five (5) Business Days thereafter)2020, a the unaudited consolidated balance sheet of the Lead Borrower and its consolidated Subsidiaries as at the end of such Fiscal Quarter, quarter and the related Consolidated unaudited consolidated statements of income or operations, Shareholders’ Equity operations for such quarter and the portion of the fiscal year through the end of such quarter and of cash flows for such Fiscal Quarter of the Borrower and its consolidated Subsidiaries for the portion of the Lead Borrower’s Fiscal Year then endedfiscal year through the end of such quarter, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearyear, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as being fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter stated in accordance with GAAP, all material respects (subject only to normal year-end audit adjustments and the absence of footnotes;adjustments); and (c) as soon as available, but all such financial statements shall be complete and correct in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower all material respects and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all shall be prepared in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity detail and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments GAAP applied consistently throughout the periods reflected therein and the absence of footnotes; with prior periods (d) except as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested approved by Lead Borrower in writing on such accountants or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiariesofficer, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs)case may be, and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”disclosed therein); provided, that no prepayment it is hereby acknowledged that the quarterly financial statements delivered pursuant to paragraph (b) above may not include all of Indebtednessthe information and footnotes required by GAAP for complete annual financial statements. Any financial statement required to be furnished pursuant to this subsection 6.1 may be delivered electronically and if so delivered, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during deemed to have been furnished on the earlier of the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website at the website address listed in subsection 11.2(a), (ii) on which such documents are posted on the Securities and Exchange Commission’s website (▇▇▇.▇▇▇.▇▇▇), or (iii) on which such documents are posted on the Borrower’s behalf on any Extension Period website to which each Lender and Administrative Agent have access (whether a commercial, third-party website such as Intralinks or DebtDomain or whether sponsored by the Administrative Agent); provided that the Borrower shall give notice (which may be in the form of facsimile or electronic mail) of any such posting to the Administrative Agent (who shall then give notice of any such posting to the Lenders). Notwithstanding the foregoing, the Borrower shall deliver paper copies of any financial statement referred to in this subsection 6.1 to the Administrative Agent if the applicable financial statements and Compliance Certificates for Administrative Agent or any Lender requests the Borrower to furnish such periods have not been deliveredpaper copies until written notice to cease delivering such paper copies is given by the Administrative Agent.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Consolidated Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by (i) a report and unqualified opinion of a Ernst & Young LLP or another Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such auditaudit and (ii) an attestation report of such Registered Public Accounting Firm as to the Company’s internal controls pursuant to Section 404 of ▇▇▇▇▇▇▇▇-▇▇▇▇▇ expressing a conclusion to which the Required Lenders do not reasonably object; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Consolidated Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Consolidated Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, but in any event within 30 no later than 45 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet fiscal year of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, forecasts prepared by management of the Lead BorrowerCompany, in form reasonably satisfactory to the Administrative AgentAgent and the Required Lenders, of Consolidated consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower Company and its Subsidiaries, as well as projected Availability, Consolidated Subsidiaries on a monthly basis for the immediately following Fiscal Year fiscal year (including the Fiscal Year fiscal year in which the Maturity Date occurs). As to any information contained in materials furnished pursuant to Section 6.02, the Company shall not be separately required to furnish such information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth materials described in Section 6.01(cclauses (a) and Section 6.02(a), (b) above at the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver The Company shall deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 70 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of Deloitte & Touche LLP or another nationally recognized standing reasonably acceptable to the Administrative Agentindependent certified public accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 55 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusCompany, if requested by Lead Borrower in writing on or prior to such datebeginning with the fiscal quarter ending September 30, up to an additional five (5) Business Days thereafter)2015, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(b), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in Sections 6.01(a) and 6.01(b) at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent a sufficient number of copies for delivery by Agent to each Lender, in form and detail reasonably satisfactory to Agent and the Administrative AgentRequired Lenders: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm thereon from Deloitte & Touche LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and GAAP; provided that the delivery within the time period specified above of Borrower’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Borrower’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) filed with the SEC, shall not be subject deemed to any satisfy the requirements of this Section 6.01(a); provided further, that Borrower shall be deemed to have made such delivery of such Form 10-K if it shall have timely made such Form 10-K available on “going concern▇▇▇▇▇” or like qualification or exception or any qualification or exception on its home page on the worldwide web (at the date of this Agreement located at, respectively, ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇/▇▇▇▇▇.▇▇▇▇▇ and ▇▇▇▇://▇▇▇.▇▇▇▇▇▇.▇▇▇) (such availability being referred to as to the scope of such audit;“Electronic Delivery”); and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a unaudited consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, and the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of Borrower’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;footnotes provided that the delivery within the time period specified above of copies of Borrower’s Quarterly Report on Form 10-Q (the “Form 10-Q”) filed with the SEC, shall be deemed to satisfy the requirements of this Section 6.01(b); provided further, that Borrower shall be deemed to have made such delivery of such Form 10-Q if it shall have timely made Electronic Delivery thereof. (c) as soon as available, but in any event within 30 sixty (60) days after the end of each Fiscal Month fiscal year of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to Agent and the Administrative AgentRequired Lenders, of Consolidated consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, Subsidiaries on a monthly quarterly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredfiscal year.

Financial Statements. Deliver to the Administrative AgentLender, in form and detail reasonably satisfactory to the Administrative AgentLender: (a) (i) as soon as available, but in any event within 90 95 days after the end of each Fiscal Year fiscal year of Borrowers (starting with the Lead Borrower (plusfiscal year ended December 31, if requested by Lead Borrower in writing 2014, provided that for the fiscal year ended December 31, 2014 only, Borrowers shall deliver the following on or prior to such datebefore June 15, up to an additional five (5) Business Days thereafter2015), a Consolidated consolidated balance sheet of the Lead Borrower Borrowers and its their Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated Adesto Technologies Corporation Credit Agreement consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail detail, and prepared (ii) as soon as available, but in accordance with GAAPany event within 95 days after any fiscal year, a consolidated balance sheet of Borrowers and their Subsidiaries as at the end of such Consolidated fiscal year, and the related consolidated statements to be of income and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agentan independent certified public accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP and shall not be subject to any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditthe audit and accompanied by a Compliance Certificate as required under Section 6.02(a) hereof; (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year fiscal year of Borrowers (starting with the Lead Borrower (plusfiscal quarter ended March 31, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2015), a consolidated balance sheet of the Lead Borrower Borrowers and its their Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year Borrowers’ fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be certified detail and accompanied by a Responsible Officer of the Lead Borrower Compliance Certificate as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotesrequired under Section 6.02(a) hereof; (c) as soon as available, but in any event within 30 10 days after the end of each Fiscal Month of each Fiscal Year calendar month, a monthly Asset Coverage Ratio Report (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested as required by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafterSection 7.11), a Consolidated balance sheet of the Lead Borrower monthly cash report, monthly accounts receivable and its Subsidiaries as at the end of such Fiscal Month, payable reports with agings and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Yearmonthly inventory report, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;. (d) such other financial reports as soon Lender may reasonably request from Borrowers, including without limitation, annual projections, as availableapproved by the Board of Directors of each Borrower, but in any event not more than for the Borrowers’ next fiscal year to be delivered within 60 days after the end of each Fiscal Year fiscal year of Borrowers; and (e) Reports required to be delivered pursuant to clauses (a) and (b) of this Section 6.01 shall be deemed to have been delivered on the date on which Borrowers posts such reports on Borrowers’ website on the Internet at the website address listed on Schedule 9.02 hereof or when such report is posted on the Securities and Exchange Commission’s website at ▇▇▇.▇▇▇.▇▇▇ ; provided that (x) Borrowers shall deliver paper copies of the Lead Borrower reports referred to in such clauses (plusa) and (b) of this Section 6.01 to Lender if Lender requests Borrowers to deliver such paper copies until written request to cease delivering paper copies is given by Lender, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5y) Business Days thereafter), forecasts prepared by management Borrowers shall notify Lender of the Lead Borrowerposting of any such new material, and (z) in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows every instance Borrowers shall provide paper copies of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in required by clause (a) of Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered6.02 to Lender.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (pluscommencing with the fiscal year ended December 31, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (52017) Business Days thereafter), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, ; such Consolidated consolidated statements to shall be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit (other than with respect to or resulting from the upcoming maturity of any Loans under this Agreement, the Priority Lien Notes Documents, any documents evidencing a Permitted Securitization Program or the ABL Credit Documents, occurring within one year from the time such opinion is delivered); and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (pluscommencing with the fiscal quarter ended June 30, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2017), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, ; such Consolidated consolidated statements to shall be certified by a Responsible Officer of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholderschanges in shareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at of the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 fifty days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at of the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter Consolidated Group in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) to the extent available using commercially reasonable efforts, as soon as available, but in any event within 30 120 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plusClosing Date, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet audited and unaudited financial statements of the Lead Borrower Acquired Business as would be required by Regulations S-X and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements S-K to be certified included or incorporated by reference in a Responsible Officer registration statement filed by Company at such time with the Securities and Exchange Commission for an offering of securities registered under the Lead Borrower as fairly presenting the financial condition, results Securities Act of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month 1933. As to any information contained in accordance with GAAP, subject only materials furnished pursuant to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(d), the time periods for delivering Company shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Company to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent (for delivery to the Administrative Agent:each Lender): (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such datecommencing with the fiscal year ending June 30, up to an additional five (5) Business Days thereafter)2011, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, and in the case of such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such datecommencing with the fiscal quarter ending September 30, up to an additional five (5) Business Days thereafter)2010, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, the related consolidated statements of income or operations for the portion of the Borrower’s fiscal year then ended, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, detail and in the case of such Consolidated consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, vice president-finance, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory for further distribution to the Administrative Agentholders of the Notes: (a) as soon as available, but in any event within 90 one hundred twenty (120) days (or earlier as may be required by the SEC for the filing of the Company’s financial statements) after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a Consolidated consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at of the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity, and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAPApplicable Accounting Principles, such Consolidated consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 sixty (60) days (or earlier as may be required by the SEC for the filing of the Company’s financial statements) after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Company, a consolidated balance sheet of the Lead Borrower Company and its Subsidiaries as at of the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity, and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerCompany’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Senior Financial Officer of the Lead Borrower Company as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAPApplicable Accounting Principles, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 fifteen (15) days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet fiscal year of the Lead Borrower and its Company, an Officer’s Certificate certifying, as to the list of names of all Immaterial Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion preceding fiscal quarter, that each Subsidiary of the Lead Borrower’s Fiscal Year then ended, setting Company set forth in each case in comparative form the figures for (A) the corresponding Fiscal Month on such list individually qualifies as an Immaterial Subsidiary and that all such Subsidiaries of the previous Fiscal Year and (B) Company in the corresponding portion of aggregate do not exceed the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates limitations set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an definition “Extension PeriodImmaterial Subsidiary.”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been delivered.

Financial Statements. Deliver The Borrower will deliver to the Administrative Agent, in form and detail reasonably satisfactory to the Administrative AgentLender: (a) as soon as available, but in any event within 90 120 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by (i) a report and unqualified opinion of a Registered Public Accounting Firm registered public accounting firm of nationally recognized standing reasonably acceptable to the Administrative AgentLender, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “"going concern” " or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 60 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity shareholders' equity (as applicable) and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible the Chief Financial Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity shareholders' equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after . The financial statements filed with or furnished to the end of each Fiscal Month of each Fiscal Year (excluding Securities and Exchange Commission by the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5and which are available online) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended deemed to have been provided by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment the Borrower under the reporting requirements of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredthis Section 7.01.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent for prompt further distribution to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plusbeginning with the fiscal year ending September 30, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter2011), a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersmembers’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm Ernst & Young LLP or any other independent registered public accounting firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafterbeginning with the fiscal quarter ending March 31 2011), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated (i) consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting in all material respects the financial condition, results of operations, Shareholdersmembers’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to changes resulting from normal year-end audit adjustments and subject to the absence of footnotes;; and (c) as soon as available, but in any event within 30 sixty (60) days after the end of each Fiscal Month fiscal year (beginning with the fiscal year ending September 30, 2011) of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter)Borrower, a Consolidated balance sheet reasonably detailed consolidated budget for each fiscal quarter of the Lead Borrower and its Subsidiaries following fiscal year as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts customarily prepared by management of the Lead BorrowerBorrower for its internal use (the “Budget”), in form reasonably satisfactory which Budget shall be accompanied by a certificate of a Responsible Officer stating that (i) to the Administrative Agentknowledge of such Responsible Officer, of Consolidated balance sheets the Budget is a reasonable estimate for the period(s) covered thereby and statements of income or operations and cash flows (ii) such Budget has been prepared in good faith on the basis of the Lead assumptions stated therein, which assumptions were believed to be reasonable at the time of preparation of such Budget, it being understood that actual results may vary from such Budget and that such variations may be material. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year Subsidiaries by furnishing (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(cA) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements of any direct or indirect parent of the Borrower that holds all of the Equity Interests of the Borrower or (B) the Borrower’s or such entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and Compliance Certificates for (B), (i) to the extent such periods have information relates to a parent of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Ernst & Young LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not been deliveredbe subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 ninety days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholderschanges in shareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 forty-five days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, and the related consolidated statements of changes in shareholders’ equity, and cash flows for such fiscal quarter and the portion of the Borrower’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(d), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under Section 7.01(a) or 7.01(b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in Section 7.01(a) or 7.01(b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form Agent and detail reasonably satisfactory to the Administrative Agenteach Revolving Lender: (a) as soon as available, but in any event within 90 not later than one hundred and five (105) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable to the Administrative Agentstanding, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or other material qualification or exception; and (b) as soon as available, but in any event within 45 and not later than sixty (60) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), a unaudited consolidated balance sheet of the Lead Borrower and its Subsidiaries Consolidated Group as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter Consolidated Group in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(b), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under subsection (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form Agent and detail reasonably satisfactory to the Administrative Agenteach Lender: (a) as soon as available, but in any event within 90 ninety (90) days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)AWI, a Consolidated consolidated balance sheet of the Lead Borrower AWI and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm KPMG LLP or another independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative AgentRequired Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within 45 forty-five (45) days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)AWI, a consolidated balance sheet of the Lead Borrower AWI and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead BorrowerAWI’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated statements to be detail and certified by a Responsible Officer of the Lead Borrower AWI as fairly presenting the financial condition, results of operations, Shareholdersshareholders’ Equity equity and cash flows of the Lead Borrower AWI and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a7.02(c), the time periods for delivering Borrowers shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrowers to furnish the information and Compliance Certificates for materials described in subsections (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative AgentAgent and each Lender, in form and detail reasonably satisfactory to the Administrative AgentAgent and the Required Lenders: (a) as soon as available, but in any event within 90 days after the end of each Fiscal Year fiscal year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)Borrower, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholdersshareholders’ Equity equity and cash flows for such Fiscal Yearfiscal year, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm of nationally recognized standing reasonably acceptable (it being agreed that any “Big Four” accounting firm shall be deemed to be acceptable) to the Administrative AgentRequired Lenders (the “Auditor”), which report and opinion shall be prepared in accordance with generally accepted auditing audit standards of the Public Company Accounting Oversight Board and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit (except for any such qualification pertaining to the maturity of any Facility or any Incremental Equivalent Debt occurring within twelve (12) months of the relevant audit or any breach or anticipated breach of the financial covenant in Section 7.12) or with respect to the absence of material misstatement; and (b) as soon as available, but in any event within 45 days after the end of each of the first three Fiscal Quarters fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (pluscommencing with the fiscal quarter ended March 31, 2018) (or if requested by Lead Borrower in writing on or prior earlier within 10 days after the date required to such date, up be filed with the SEC (without giving effect to an additional five (5) Business Days thereafterextensions)), a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, all in reasonable detail, such Consolidated consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but . As to any information contained in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior materials furnished pursuant to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, and the related Consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts prepared by management of the Lead Borrower, in form reasonably satisfactory to the Administrative Agent, of Consolidated balance sheets and statements of income or operations and cash flows of the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occurs), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of financial statements and Compliance Certificates set forth in Section 6.01(c) and Section 6.02(a6.02(c), the time periods for delivering Borrower shall not be separately required to furnish such financial statements information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and Compliance Certificates for materials described in clauses (a) and (b) above at the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredtimes specified therein.

Financial Statements. Deliver to the Administrative Agent, in form and detail reasonably satisfactory Agent for prompt further distribution by the Administrative Agent to each Lender (subject to the Administrative Agentlimitations on distribution of any such information to Public Lenders as described in Section 6.02) each of the following: (a1) within one hundred and twenty (120) days (or such shorter period as soon as available, but in may be required to comply with SEC rules to the extent the Borrower or any event within 90 days Parent Company is a public reporting company) after the end of each Fiscal Year fiscal year of the Lead Borrower (plusBorrower, if requested by Lead Borrower in writing on or prior to such datecommencing with the fiscal year ending December 31, up to an additional five (5) Business Days thereafter)2017, a Consolidated consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Yearfiscal year, and the related Consolidated consolidated statements of income or operations, Shareholders’ Equity operations and cash flows for such Fiscal Yearfiscal year, together with related notes thereto and management’s discussion and analysis describing results of operations in the form customarily prepared by management of the Borrower, setting forth in each case in comparative form the figures for the previous Fiscal Yearfiscal year, all in reasonable detail and all prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of a Registered Public Accounting Firm an independent registered public accounting firm of nationally recognized standing or another accounting firm reasonably acceptable to the Administrative Agent, which report and opinion shall (a) will be prepared in accordance with generally accepted auditing standards and shall (b) will not be subject to any qualification as to the scope of such audit (but may contain a “going concern” or like qualification or exception that is due to (i) the impending maturity of any Indebtedness or any qualification permitted refinancings thereof or exception as (ii) any anticipated inability to satisfy the scope of such auditFinancial Covenant); (b2) as soon as available, but in any event within 45 sixty (60) days after the end of each of the first three Fiscal Quarters (3) fiscal quarters of each Fiscal Year fiscal year of the Lead Borrower (plusor such shorter period as may be required to comply with SEC rules to the extent the Borrower or any Parent Company is a public reporting company) commencing with the fiscal quarter ending September 30, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter)2017, a consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Quarterfiscal quarter, and the related Consolidated statements (a) consolidated statement of income or operations, Shareholders’ Equity and cash flows operations for such Fiscal Quarter fiscal quarter and for the portion of the Lead Borrower’s Fiscal Year fiscal year then ended and (b) consolidated statement of cash flows for the portion of the fiscal year then ended, setting forth forth, in each case of the preceding clauses (a) and (b), in comparative form the figures for (A) the corresponding Fiscal Quarter fiscal quarter of the previous Fiscal Year fiscal year and (B) the corresponding portion of the previous Fiscal Yearfiscal year, accompanied by an Officer’s Certificate stating that such financial statements fairly present in all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting material respects the financial condition, results of operations, Shareholders’ Equity operations and cash flows of the Lead Borrower and its Subsidiaries in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes, together with management’s discussion and analysis describing results of operations in the form customarily prepared by management of the Borrower; (3) within one hundred and twenty (120) days after the end of each fiscal year of the Borrower, commencing with respect to the fiscal year ending December 31, 2017, a consolidated budget for the following fiscal year on a quarterly basis as customarily prepared by management of the Borrower for its internal use (including any projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, but in any event within 30 days after the end of each Fiscal Month of each Fiscal Year (excluding the end of any Fiscal Month which is also the end of a Fiscal Quarter) (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional two (2) Business Days thereafter), a Consolidated balance sheet of the Lead Borrower and its Subsidiaries as at the end of such Fiscal Month, following fiscal year and the related Consolidated consolidated statements of income or operationsprojected cash flows, Shareholders’ Equity and cash flows for such Fiscal Month, and for the portion of the Lead Borrower’s Fiscal Year then ended, setting forth in each case in comparative form case, to the figures for (A) the corresponding Fiscal Month of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of the Lead Borrower as fairly presenting the financial condition, results of operations, Shareholders’ Equity and cash flows of the Lead Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (d) as soon as available, but in any event not more than 60 days after the end of each Fiscal Year of the Lead Borrower (plus, if requested by Lead Borrower in writing on or prior to such date, up to an additional five (5) Business Days thereafter), forecasts extent prepared by management of the Lead Borrower and included in such consolidated budget); provided that the requirements of this Section 6.01(3) shall not apply at any time following the consummation of the Company IPO; (4) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(1) and 6.01(2), the related unaudited (it being understood that such information may be audited at the option of Borrower) consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements; and (5) quarterly (or, following the consummation of the Company IPO, annually), if reasonably requested by the Administrative Agent promptly after the delivery of the information required pursuant to Section 6.01(1) or, prior to the consummation of the Company IPO, Section 6.01(2) above, at a time reasonably agreed with the Borrower, commencing with the delivery of information with respect to the fiscal quarter ending September 30, 2017, to participate in form a conference call for Lenders to discuss the financial position, results of operations and financial highlights containing key business metrics of Borrower and its Restricted Subsidiaries for the most recently ended fiscal quarter or fiscal year, as applicable, for which financial statements have been delivered; provided that if any Parent Company is holding a conference call open to the public to discuss the financial position and results of operations of Borrower and its Subsidiaries for the most recently ended fiscal quarter or fiscal year, as applicable, for which financial statements have been delivered pursuant to Section 6.01(1) or Section 6.01(2) above, Borrower will not be required to hold a second, separate call for the Lenders so long as the Lenders are provided access to such initial conference call and the ability to ask questions thereon. Notwithstanding the foregoing, the obligations referred to in Sections 6.01(1) and 6.01(2) may be satisfied with respect to financial information of Borrower and its Subsidiaries by furnishing (A) the applicable financial statements of any Parent Company or (B) the Borrower’s or such Parent Company’s Form 10-K or 10-Q, as applicable, filed with the SEC (and the public filing of such report with the SEC shall constitute delivery under this Section 6.01); provided that with respect to each of the preceding clauses (A) and (B), (1) to the extent such information relates to any Parent Company of the Borrower, if and so long as such Parent Company will have Independent Assets or Operations, such information is accompanied by consolidating information (which need not be audited) that explains in reasonable detail the differences between the information relating to such Parent Company and its Independent Assets or Operations, on the one hand, and the information relating to the Borrower and the consolidated Restricted Subsidiaries on a stand-alone basis, on the other hand and (2) to the extent such information is in lieu of information required to be provided under Section 6.01(1) (it being understood that such information may be audited at the option of the Borrower), such materials are accompanied by a report and opinion of an independent registered public accounting firm of nationally recognized standing or another accounting firm reasonably satisfactory acceptable to the Administrative Agent, which report and opinion (a) will be prepared in accordance with generally accepted auditing standards and (b) will not be subject to any qualification as to the scope of Consolidated balance sheets and statements such audit (but may contain a “going concern” or like qualification that is due to (i) the impending maturity of income any Indebtedness or operations and cash flows of any permitted refinancing thereof or (ii) any anticipated inability to satisfy the Lead Borrower and its Subsidiaries, as well as projected Availability, on a monthly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Maturity Date occursFinancial Covenant), and as soon as available, any significant revisions to such forecast with respect to such Fiscal Year. The Administrative Agent and the Lenders acknowledge and agree that notwithstanding the allotted time periods for monthly delivery of Any financial statements and Compliance Certificates set forth required to be delivered pursuant to Sections 6.01(1) or 6.01(2) shall not be required to contain all purchase accounting adjustments relating to the Transactions or any other transaction(s) permitted hereunder to the extent it is not practicable to include any such adjustments in Section 6.01(c) and Section 6.02(a), the time periods for delivering such financial statements and Compliance Certificates for the months of April and May of each Fiscal Year shall be extended by 30 days for April and 15 days for May (each an “Extension Period”); provided, that no prepayment of Indebtedness, Acquisition, Restricted Payment, Investment or other transaction or payment permitted hereunder based upon a calculation of Consolidated Fixed Charge Coverage Ratio or Consolidated Adjusted Fixed Charge Coverage Ratio shall be permitted during any Extension Period if the applicable financial statements and Compliance Certificates for such periods have not been deliveredstatements.