Common use of Information Rights Clause in Contracts

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days after the end of each fiscal year of the Company, an audited consolidated balance sheet of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide the Holder with: (a) the following financial informationdeliver to each Major Investor: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) days after the end of each fiscal year of the Company, an audited consolidated (i) a balance sheet as of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated (ii) statements of income and of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently appliedand (iii) a statement of stockholders’ equity as of the end of such year, all such financial statements audited and certified by the Chief Financial Officer of the Companyindependent public accountants; (ii) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, unaudited statements of income and of cash flows for such fiscal quarter, and an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly periodfiscal quarter, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, all prepared in accordance with U.S. generally accepted accounting principles consistently applied, (“GAAP”) (except that such financial statements may (i) be subject to changes resulting from normal year-end audit adjustments, adjustments and applicable comparisons to the operating plan of the Company for such period(ii) not contain all notes thereto that may be required in accordance with GAAP); (iii) as soon as practicable practicable, but in any event within forty-five (45) days after the end of each of the first, second, third and fourth quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, a current statement showing the number of shares of each class and updated capitalization table series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of the period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, and the number of shares of issued stock options and stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Major Investors to calculate their respective percentage equity ownership in the Company, and certified by the chief financial officer or chief executive officer of the Company as being true, complete, and correct; (iv) as soon as practicable, but in any event thirty (30) days after the final meeting of the Board of Directors in any fiscal year, a budget and business plan for the next fiscal year (the “Budget”), approved by the Board of Directors; and (bv) copies such other information relating to the financial condition, business, prospects, or corporate affairs of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at as any time and Major Investor may from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatoryrequest; provided, accounting and reporting requirements applicable to the Holder (e.g.however, Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, that the Company shall not be required obligated under this subsection (a) to furnish provide information, upon advice from counsel, (i) that the Company reasonably determines in good faith to be a trade secret or confidential information (unless covered by an enforceable confidentiality agreement, in a form acceptable to the Holder Company); (ii) which it would be unlawful for the Company to provide; or (iii) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel. If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such period the financial information described in this Section 12 in the event such financial information has been previously statements delivered pursuant to the Holder or its affiliate pursuant to any other agreement, including foregoing sections shall be the Indentureconsolidated and consolidating financial statements of the Company and all such consolidated subsidiaries.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide deliver to each Investor who holds (and continues to hold) either (i) at least 5% of Conversion Stock or (ii) Conversion Stock having an aggregate preferential amount payable upon a Liquidation Event (as defined in the Holder with:Restated Certificate) of at least $15,000,000 (each a “Major Investor”): (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) calendar days after the end of each fiscal year of the Company, an audited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), certified all in reasonable detail and audited by the Chief Financial Officer independent public accountants of national standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such period, quarter prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such periodall in reasonable detail; (iiic) as soon as practicable after practicable, but in any event within thirty (30) calendar days of the end of each month, consolidated balance sheets of the firstCompany and its subsidiaries, secondif any, third as of the end of such month, and fourth quarterly accounting periods consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such month prepared in accordance with GAAP, all in reasonable detail; (d) as soon as practicable, but in any event within thirty (30) calendar days of the end of each fiscal year month, executive summaries of the Company, a current and updated capitalization table of the Company’s principal activities; and (be) copies of all notificationsas soon as practicable, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at but in any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance event within forty-five (as determined by the Holder in its reasonable discretion45) with regulatory, accounting and reporting requirements applicable calendar days prior to the Holder (e.g.end of each fiscal year, Fair Value Accounting Standard 157)a budget and business plan for the next fiscal year, prepared on a monthly basis, including balance sheets and income statements for such months and, as well soon as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Codeprepared, and shall provide the Holder with copies of the Company’s annual 409A reports (any other budgets or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received revised budgets prepared by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If For so long as an Investor (together with its respective affiliates) continues to own at least ten percent (10%) of the Company ceases Registrable Securities purchased pursuant to be a registered public company that files annual(i) the Series C Purchase Agreement, quarterly and current reports under or (ii) the Exchange ActNote Purchase Agreement, the Company shall thereafter provide the Holder withdeliver to each Investor: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) days after the end of each fiscal year of the Company, an audited consolidated income statement for such fiscal year, a balance sheet of the Company and its subsidiaries, if any, statement of shareholders’ equity as at of the end of such fiscal year, and audited consolidated statements a statement of income and cash flows of the Company and its subsidiaries, if any, for such year, such year end financial reports to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), and audited and certified by the Chief Financial Officer independent public accountants of nationally recognized standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated income statement, statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter; (c) within forty-five (45) days of the end of each month an unaudited income statement, statement of cash flows and balance sheet for and as of the end of such month, in reasonable detail; (d) as soon as practicable, but in any event no later than the fifteenth (15th) of March of each fiscal year, a budget and business plan for the next fiscal year, prepared on a monthly basis, and, as soon as prepared, any other budgets or revised budgets prepared by the Company; (e) with respect to the financial statements called for in Sections 2.1(b) and 2.1(c), an instrument executed by the Chief Financial Officer or President of the Company certifying that such financials were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its subsidiaries, if any, as results of operation for the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently appliedperiod specified, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons adjustment; (f) notices of default with respect to the operating plan any obligation of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Companyor its affiliates; and (bg) copies such other information relating to the financial condition, business or corporate affairs of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, as the Company agrees to provide the Holder at any time and Investor may from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatoryrequest, accounting and reporting requirements applicable to the Holder (e.g.provided, Fair Value Accounting Standard 157)however, as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, that the Company shall not be required to furnish to the Holder the financial information described in obligated under this Section 12 in the event such financial information has been previously delivered to the Holder 2.1(g) or its affiliate pursuant to any other agreement, including the Indenturesubsection of Section 2.1 to provide information that it deems in good faith to be a trade secret or similar confidential information.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) the following financial information: (i) as As soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty ninety (12090) days after thereafter, the end Company will furnish each Investor holding at least one million six hundred fifty thousand (1,650,000) shares of each fiscal year of Registrable Securities (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits, and the Company, an audited consolidated like) (a ‘‘Qualified Investor”) a balance sheet of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements a statement of income and a statement of cash flows of the Company and its subsidiaries, if any, for such year, such financial reports to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) consistently applied, and audited and certified by the Chief Financial Officer independent public accountants of regionally recognized standing selected by the Company;’s Board of Directors. (iib) The Company will furnish each Qualified Investor, as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Companypracticable, and in any event event, within forty-five (45) days after of the end of the first, second, and third quarterly accounting periods in each fiscal year of the Companyquarter, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such periodperiod and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles GAAP consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to together with a comparison of such quarterly financial statements against the operating plan of the Company results projected for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods quarter in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports budget. (or equivalent reportsc) related The Company will furnish each Qualified Investor, as soon as practicable, and in any event, within thirty (30) days of the end of each month, an unaudited balance sheet of the Company as of the end of each such monthly period, and unaudited statements of income and cash flows for such period and for the current fiscal year to date, prepared in accordance with GAAP consistently applied, subject to changes resulting from normal year-end adjustments, together with a comparison of such monthly financial statements against the valuation of results projected for such month in the Company’s Common Stock, which reports shall be delivered to annual budget. (d) The Company will furnish each Qualified Investor the Holder promptly after being received Company’s annual budget and operating plan for each fiscal year as soon within ten (10) days following approval by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities Board of such successor entity are not then listed on the New York Stock Exchange or Nasdaq annual budget and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indentureoperating plan.

Information Rights. If Prior to the Company ceases to be a registered public company that files annual, quarterly and current reports under consummation of the Exchange Actfirst Public Offering, the Company shall thereafter provide to Cannae and THL the Holder withfollowing information: (a) the following financial information: Within ninety (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (12090) days after the end of each fiscal year of the Companyyear, an audited consolidated balance sheet of the Company and its subsidiaries, if any, Subsidiaries as at of the end of such fiscal year, and an audited consolidated statements statement of income and statement of cash flows of the Company and its subsidiaries, if any, Subsidiaries for such year, in each case prepared in accordance with U.S. generally accepted accounting principles consistently appliedand setting forth in comparative form the figures for the previous fiscal year, certified all in reasonable detail (including footnotes), and audited by the Chief Financial Officer of the Company;’s independent public accountants. (iib) as soon as practicable after Following the end of each of the first, second and third quarterly accounting periods in first three (3) fiscal quarters of each fiscal year of the Companybeginning in fiscal year 2021, and in any event within forty-five (45) days, unaudited financial statements (excluding footnotes) of the Company including (i) consolidated balance sheets, (ii) consolidated statements of income, and (iii) consolidated statements of cash flows, for such fiscal quarter and, for items (ii) and (iii) of this Section 13.2(b), the current fiscal year to date. Such financial statements shall be prepared in accordance with generally accepted accounting principles consistently applied and signed by the principal financial or accounting officer of the Company. The Company will also provide current period financial results as compared with both the actual results from the corresponding quarter of the previous fiscal year and, where applicable, the budget for the current fiscal year, all in reasonable detail and signed by the principal financial or accounting officer of the Company. (c) Within twenty (20) days after the end of the first, second, and third quarterly accounting periods in each month of each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of beginning with the end of each such quarterly periodOctober 2020, and the Company’s monthly reporting package, including unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, income. Such financial statements shall be prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting applied (other than omission of accompanying notes) and compared with both the actual results from normal year-end audit adjustments, and applicable comparisons to the operating plan corresponding month of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each previous fiscal year and the budget (including any reforecasts) for the current fiscal year, all in reasonable detail and signed by the principal financial or accounting officer of the Company. (d) As soon as reasonably practicable and in accordance with Company’s past practice (but in no event later than the forty-fifth (45th) day of such fiscal year), a current and updated capitalization table copy of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time an annual budget with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable line items compared to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Companyprevious year’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenturebudget.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide deliver to each Investor who holds (and continues to hold) at least 1,000,000 shares of the Holder with:Company’s Conversion Stock (subject to appropriate adjustment for stock splits, stock dividends and combinations) (each, a “Qualified Holder”): (a) the following financial information: (i) as As soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty hundred-eighty (120180) calendar days after the end of each fiscal year of the Company, an audited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), certified all in reasonable detail and audited by independent public accountants of national or regional standing selected by the Chief Financial Officer Board of Directors of the Company;; and (iib) as As soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such period, quarter prepared in accordance with U.S. generally accepted accounting principles GAAP consistently appliedapplied with prior practice for earlier periods (with the exception that footnotes that may be required by GAAP may be omitted) and which fairly present the financial condition of the Company and its results of operation for the period specified, subject to changes resulting from normal year-end audit adjustmentsadjustment. (c) Within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and applicable comparisons to a balance sheet for and as of the operating plan end of such month, in reasonable detail, as well as a budget update and variances from projected financial results for such month prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception that footnotes that may be required by GAAP may be omitted) and which fairly present the financial condition of the Company and its results of operation for such period; (iii) as soon as practicable after the period specified, subject to year-end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Companyaudit adjustment; and (bd) copies of all notificationsAs soon as practicable, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder but in any event at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance least forty-five (as determined by the Holder in its reasonable discretion45) with regulatory, accounting and reporting requirements applicable days prior to the Holder (e.g.end of each fiscal year, Fair Value Accounting Standard 157), a budget and business plan for the next fiscal year as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of approved by the Company’s annual 409A reports (Board of Directors, prepared on a monthly basis, including balance sheets and income statements for such months and, as soon as prepared, any other budgets or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received revised budgets prepared by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If The Company hereby covenants and agrees as ------------------ follows: The Company will mail by first class, postage prepaid the Company ceases following reports to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder withPurchasers: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days after the end of each fiscal year of the Company, an audited consolidated balance sheet of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, Company and in any event within forty-five (45) days after the end of the firstthereafter, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, subsidiaries for such periodperiod and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles consistently appliedapplied (other than for accompanying notes), subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period;all in reasonable detail. (iiib) as As soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal month, and in any event within thirty (30) days thereafter, an unaudited consolidated balance sheet of the Company as at the end of such month, and unaudited consolidated statements of income and unaudited consolidated statements of cash flows for such month and for the current fiscal year to date. Such financial statements shall be prepared in accordance with generally accepted accounting principles consistently applied (other than accompanying notes), all in reasonable detail. (c) As soon as practicable, but in any event thirty (30) days prior to the end of each fiscal year, a budget for the next fiscal year, prepared on a monthly basis, including balance sheets, income statements and statements of cash flows for such months and, as soon as prepared, any other budgets or revised budgets prepared by the Company. (d) In addition, each Purchaser holding 20% or more of the Series C Preferred shall be entitled to attend one meeting each calendar quarter with the Company's Chief Executive Officer and Chief Financial Officer, and other members of senior management of the Company as reasonably requested by such Purchaser for the purpose of reviewing the Company's business, operations, financial and operating results and condition. (e) The information rights set forth in this Section 7.1 may not be transferred, except to an affiliate of a Purchaser which holds Shares, without the prior written consent of the Company, a current not to be unreasonably withheld. (f) The information rights set forth in this Section 7.1 shall terminate on and updated capitalization table be of no further force or effect upon the earlier of (i) the consummation of the Company; and 's sale of its Common Stock in an underwritten public offering pursuant to an effective registration statement filed under the Securities Act (bprovided the per share public offering price is not less than $5.75 (as adjusted to reflect subsequent stock dividends, stock splits, recapitalizations or similar transactions) copies and which results in aggregate cash proceeds to the Company of all notificationsat least $50,000,000, net of underwriting discounts and commissions), immediately subsequent to which the Company shall be obligated to file annual and quarterly reports and other correspondence provided with the Commission pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or (ii) the registration by the Company to of a class ------------ of its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (under Section 12(b) or are converted into or exchanged for12(g) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If the The Company ceases will deliver to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder withT2: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) A. Within 90 days after the end of each fiscal year of the Companyyear, an audited consolidated balance sheet of the Company and its subsidiaries, if any, as at of the end of such fiscal year, year and audited consolidated statements of income operations and statements of cash flows and statements of changes in owners’ equity of the Company and its subsidiaries, if any, for such year, (a) prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified and (b) accompanied by (i) an unqualified opinion of an independent accounting firm of recognized national standing and acceptable to the Chief Financial Officer of the Company; Investors, and (ii) as soon as practicable after a copy of such firm’s annual management letter to the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) Board; B. Within 45 days after the end of the first, second, and third quarterly accounting periods in each fiscal year quarter (other than an end of a fiscal year) of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of at the end of each such quarterly periodquarter, and unaudited consolidated statements of income and operations, statements of cash flows and statements of the Company and its subsidiaries, if any, for such period, prepared changes in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan owners’ equity of the Company for such periodfiscal quarter and for the current fiscal year to the end of such fiscal quarter and setting forth comparisons to the annual budget and to the corresponding period in the preceding year and providing a narrative of management’s discussion and analysis of the results and prospects; (iii) as soon as practicable C. Within 20 days after the end of each calendar month (other than an end of a fiscal year), an unaudited balance sheet of the firstCompany as at the end of the prior month and unaudited statements of operations, second, third statements of cash flows and fourth quarterly accounting periods statements of changes in each owners’ equity of the Company for such month and for the current fiscal year to the end of such month; D. As soon as available, but in any event not later than 30 days after the Companycommencement of each new fiscal year, a current business plan that shall contain projected quarterly and updated capitalization table of annual financial statements and quarterly and annual operating and capital budgets for such upcoming fiscal year, and within 30 days after any monthly period in which there is a material adverse deviation from an annual or quarterly budget, an officer’s certificate explaining the Companydeviation and what actions the Company has taken and proposes to take with respect thereto; and (b) copies of all notificationsE. Promptly upon receipt thereof, reports and any additional reports, management letters or other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such detailed information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies concerning significant aspects of the Company’s annual 409A reports operations and financial affairs given to the Company by its independent accountants (and not otherwise contained in other materials provided hereunder). T2 (or equivalent reportsits representatives) related shall have the right upon reasonable notice to the valuation inspect and audit any books and records of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the CompanyCompany or any subsidiaries. The Company’s obligations under this Section 12 shall survive inspection and audit will be at the exercise cost of this Warrant for so long as the Holder continues to own T2. However, if any equity securities payment of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange ActAdjusted Gross Income Interest is more than 3% less than it should have been, then the provisions Company will pay the additional amount owed, interest at the Prime Rate plus 6 percentage points, and reimburse T2 for the fees and expenses of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder audit or its affiliate pursuant to any other agreement, including the Indentureinspection.

Information Rights. If Subject to the obligations set forth in Section 13 hereof, so long as any Member holds, and continues to hold, any Series A Shares (and in the case of a Management Investor, such Management Investor continues to be an employee of the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Actor its Subsidiaries), the Company shall thereafter provide the Holder withdeliver, or cause to be delivered to such Member: (a) the following financial information: within forty-five (i45) as soon as practicable days after the end of each of the first two months of any fiscal quarter, an unaudited consolidated balance sheet of the Company and its Subsidiaries as of the last day of such fiscal month and the related statements of income and cash flow for that portion of such fiscal year then-ending, in each case, commencing with the first full fiscal month ending after the one year anniversary of the date hereof, setting forth in comparative form the figures for the corresponding period in the prior fiscal year, which financial statements shall be prepared in accordance with GAAP consistently applied (subject to normal year-end adjustments and the absence of footnotes); (b) within forty-five (45) days after the end of each of the first three (3) fiscal quarters of any fiscal year of the Company, and within sixty (60) days after the end of the fiscal quarter ending September 30, 2008 and the last fiscal quarter of any such fiscal year, an unaudited consolidated balance sheet of the Company and its Subsidiaries as of the last day of such fiscal quarter and the related statements of income and cash flow for that portion of such fiscal year then-ending (except that no cash flow statements shall be required for the fiscal quarter ending September 30, 2008), in any event each case in each case, commencing with such financial statements for the first full fiscal month ending after the one year anniversary of the date hereof, setting forth in comparative form the figures for the corresponding period in the prior fiscal year, which financial statements shall be prepared in accordance with GAAP consistently applied (subject to normal year-end adjustments and the absence of footnotes); and (c) within one hundred fifty (150) days after the end of the fiscal year ending December 31, 2008 and one hundred twenty (120) days after the end of each fiscal year of the CompanyCompany thereafter, an audited consolidated balance sheet of the Company and its subsidiaries, if any, Subsidiaries as at of the end last day of such fiscal year, year and audited consolidated the related statements of income and cash flows of flow for such fiscal year (except that such financial statements for fiscal year ending December 31, 2008 shall include the Company and its subsidiariesSubsidiaries (other than ChartOne, if any, Inc.) for such the full year, and ChartOne, Inc. for the period commencing on the date hereof through December 31, 2008), in each case, commencing with the fiscal year ending December 31, 2010, setting forth in comparative form the figures for the prior fiscal year, which financial statements shall be prepared in accordance with U.S. generally accepted GAAP consistently applied and shall be certified without qualification, by an independent certified public accounting principles consistently applied, certified by the Chief Financial Officer firm of the Company; (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided national standing selected by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the IndentureSubsidiaries.

Information Rights. If (a) From the Company ceases to be a registered public company that files annual, quarterly and current reports under Closing until the Exchange ActInvestor Percentage Interest is less than five percent (5%), the Company shall thereafter provide the Holder with: (a) will prepare and furnish the following financial information:to each Investor (and in the case of clause (iv), make available to each Investor): (i) as As soon as practicable after the end of each fiscal year of the Companyavailable, and in any event within one hundred twenty ninety (12090) days after the end of each fiscal year of the CompanyGroup Companies, an a copy of the audited consolidated balance sheet of the Company and its subsidiaries, if any, Group Companies as at the end of each such fiscal year and the related audited consolidated statements of income, cash flows and changes in shareholders equity for such year of the Group Companies setting forth, in each case in comparative form the figures for the previous fiscal year, or, in the case of such balance sheet, for the last day of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared all in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company;reasonable detail. (ii) as As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Companyavailable, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year quarter of the CompanyGroup Companies for the first three (3) fiscal quarters of a fiscal year, an the unaudited consolidated balance sheet of the Company and its subsidiaries, if any, Group Companies as of at the end of each such quarterly period, quarter and unaudited the related consolidated statements of income and income, cash flows and changes in shareholders' equity for such quarter and the portion of the Company and its subsidiariesfiscal year of the Group Companies then ended, if anysetting forth in each case in comparative form the figures for the corresponding periods of the previous fiscal year, or, in the case of such balance sheet, for the last day of such period, prepared all in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period;reasonable detail. (iii) as As soon as practicable after the end available, (A) a copy of the firstoperating and capital expenditure budgets for the Group Companies for such fiscal year, second(B) monthly construction progress reports (containing detail on budget, third schedule and fourth quarterly accounting periods key metrics), (C) monthly management accounts and periodic information packages relating to the operations and financial performance of the Group Companies, in each fiscal year case in such form as the applicable Group Company prepares in the ordinary course of the Companybusiness, (D) unless already received by an Investor Director or a Board Observer, a current and updated capitalization table of the Company; and (b) copies copy of all notificationsinformation packages (and any other materials, reports documents or information) provided to the board of directors (or similar governing body) of any Group Company or any director thereof (including notices, minutes, consents and regularly or specially compiled financial and operating data distributed to the members of such board or body at the same time as such materials are distributed to such board or body) and (E) a copy of any information or reporting packages (and any other correspondence materials, certificates, documents or other information) provided by directly or indirectly (including through trustees or other agents) to any or all lenders under the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance Project Finance Facility (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 defined in the event such financial information has been previously delivered to the Holder Purchase Agreement) or its affiliate pursuant to any other agreementlender to or debt financing source of any Group Company. (iv) As soon as reasonably practicable after a request by any Investor to inspect, review or consult with (as applicable), all books and records and facilities and properties and management (including the Indentureproject managers and other key employees) of each Group Company at reasonable times and intervals. (v) As soon as reasonably practicable, any other information reasonably requested by such Investor; provided that there is a tax, accounting, investment monitoring or other valid purpose for requesting such information. ARTICLE III

Information Rights. If Upon and following the Effective Date, any Shareholder owning ten percent (10%) or more of the Company’s outstanding Common Stock (including the Warrant) shall have the right to receive, and the Company ceases to be a registered public company shall provide, copies of the same financial reporting information that files annualthe Company shares with senior management and its Board. As soon as reasonably practicable, quarterly and current reports under but in any event within thirty (30) calendar days of the Exchange Actend of each month, the Company shall thereafter provide unaudited revenue and expense information for each of the Holder with: (a) publishing and broadcasting & entertainment groups and all significant business units within each of those groups for the following financial information: (i) as one-month prior and year-to-date periods then ended, As soon as practicable after reasonably practicable, but in any event within sixty (60) calendar days of the end of each fiscal year quarter, the Company shall provide unaudited consolidated operating data, including, consolidated statements of income, consolidated summaries of cash flows and equity income/loss, select financial information for each of the Companypublishing and broadcasting & entertainment groups and select capital expense and balance sheet data. As soon as reasonably practicable, and but in any event within one hundred twenty eighty (120180) calendar days after the end of each fiscal year of the Company, an audited consolidated balance sheet of the Company shall provide to each such Shareholder (i) an income statement for such year and its subsidiaries, if any, as at the end of such fiscal prior year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated a balance sheet of the Company and its subsidiaries, if anysheet, as of the end of each such quarterly periodyear and the prior year, (iii) a statement of stockholders’ equity, as of the end of such year and the prior year, and unaudited consolidated statements (iv) a statement of income and cash flows of the Company and its subsidiaries, if any, for such periodyear and the prior year, such year-end financial reports to be in reasonable detail, prepared in accordance with U.S. generally general accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustmentsprinciples, and applicable comparisons to the operating plan audited and certified by independent public accountants of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received nationally recognized standing selected by the Company. The Company’s obligations under this Section 12 Company shall survive also provide as soon as practicable, an annual budget and operating plan (the exercise “Annual Budget”) for the next fiscal year, prepared on a monthly basis, including balance sheets, income statements and statements of this Warrant cash flows for so long as such months and such other information relating to the Holder continues to own any equity securities financial condition, prospects, business or corporate affairs of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity Company as management and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange ActBoard shall deem appropriate; provided, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoinghowever, that the Company shall not be required obligated under this Section 7.1 to furnish provide information (A) that it reasonably considers to be a trade secret or similar confidential information (unless covered by an enforceable confidentiality agreement, in form acceptable to the Holder Company) or (B) would adversely affect the financial information described in this Section 12 in attorney-client privilege between the event such financial information has been previously delivered to the Holder or Company and its affiliate pursuant to any other agreement, including the Indenturecounsel.

Information Rights. If the The Company ceases will deliver, or cause to be a registered public company that files annual, quarterly and current reports under the Exchange Actdelivered, the Company shall thereafter provide following to each Stockholder that Beneficially Owns at least 5% of the Holder with:outstanding shares of New Common Stock (each, a “Major Stockholder”): (a) the following financial information: (i) as soon as practicable available after the end of the first full fiscal year of the Company following the Effective Date and each successive fiscal year of the Company, and in any event within one hundred twenty (120) 90 days after the end of each fiscal year of the Companythereafter, an audited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as at of the end of such fiscal year, and audited consolidated statements of income income, retained earnings and cash flows of the Company and its subsidiaries, if any, subsidiaries for such year, prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP and setting forth in each case in comparative form the figures for the previous fiscal year, certified all in reasonable detail and accompanied by the Chief Financial Officer opinion of independent public accountants of recognized national standing selected by the Company; (iib) as soon as practicable available after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) 45 days after the end of the firstthereafter, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as of the end of each such quarterly period, and unaudited consolidated statements of income income, retained earnings and cash flows of the Company and its subsidiaries, if any, subsidiaries for such periodperiod and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles consistently applied, GAAP (subject to changes resulting from normal year-end audit adjustments, adjustments and applicable comparisons to the operating plan absence of notes thereto) and setting forth in comparative form the figures for the corresponding periods of the Company for such periodprevious fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company; (iiic) as soon as practicable available after the end of each month and in any event within 20 days thereafter, a consolidated balance sheet of the firstCompany and its subsidiaries as of the end of such month and consolidated statements of operations, secondincome, third cash flows, retained earnings and fourth quarterly accounting periods in shareholders’ equity of the Company and its subsidiaries, for each month and for the current fiscal year of the CompanyCompany to date, a current prepared in accordance with GAAP (subject to normal year-end audit adjustments and updated capitalization table the absence of the Companynotes thereto); and (bd) copies of all notifications, reports such other information and other correspondence provided by data with respect to the Company to and each of its stockholders. In addition, the Company agrees to provide the Holder at any time and subsidiaries as from time to time with may be reasonably requested in writing by such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the IndentureStockholder.

Information Rights. If The Company will deliver, when and as appropriate, the following to each of the Shareholders and New Shareholders: 3.1 As soon as practicable after the end of each calendar quarter, and in any event within 45 days thereafter, a balance sheet of the Company ceases as of the end of such period and the related statements of shareholders' equity, income and cash flow for such period and for the period commencing at the end of the previous fiscal year and ending with the end of such month, setting forth in each case in comparative form the corresponding figures for the corresponding period of the preceding fiscal year and fiscal year to be a registered public company that files annualdate, quarterly all in reasonable detail, and current reports under duly certified (except for the Exchange Act, absence of footnotes and subject to normal year-end adjustments and accruals) by the chief financial officer of the Company as having been prepared in accordance with GAAP, except with regard to the valuation of the Company's underlying asset which shall thereafter provide the Holder with:be valued in accordance with Statutory Accounting Practices. (a) the following financial information: (i) as 3.2 As soon as practicable after the end of each fiscal year, and in any event within 60 days thereafter, a balance sheet of the Company as of the end of such year and the related statements of shareholders' equity, income and cash flow for such fiscal year, setting forth in each case in comparative form the corresponding figures for the preceding fiscal year, setting forth in each case in comparative form the corresponding figures for the corresponding period of the preceding fiscal year and fiscal year to date, all in reasonable detail, and duly certified (except for the absence of footnotes and subject to normal year-end adjustments and accruals) by the chief financial officer of the Company as having been prepared in accordance with GAAP, except with regard to the valuation of the Company's underlying asset which shall be valued in accordance with Statutory Accounting Practices. 3.3 As soon as available, and in any event within one hundred twenty (120) days after the end of each fiscal year of the Companyyear, an audited consolidated a balance sheet of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, year and unaudited consolidated the related statements of shareholders' equity, income and cash flows flow for such fiscal year, setting forth in each case in comparative form the corresponding figures for the preceding fiscal year, as audited by a firm of independent certified public accountants of recognized national standing selected by the Board. 3.4 Promptly upon receipt thereof, any written report submitted to the Company by independent public accountants in connection with an annual or interim audit of the books of the Company made by such accountants. 3.5 Each of the financial statements referred to in Section 3.1 and its subsidiaries, if any, 3.2 will be complete and correct in all material respects as of the dates and for such period, prepared in accordance with U.S. generally accepted accounting principles consistently appliedthe periods stated therein, subject in the case of the unaudited financial statements to changes resulting from normal year-end audit adjustmentsadjustments (none of which would, and applicable comparisons alone or in the aggregate, be materially adverse to the financial condition, operating plan results, assets, operations or business prospects of the Company). Except as otherwise required by law or judicial order or decree or by any governmental agency or authority, the shareholders shall use their best efforts to maintain the confidentiality of all nonpublic information obtained by them hereunder which the Company for has reasonably designated as proprietary or confidential in nature; provided that the shareholders may disclose such period; (iii) as soon as practicable after information in connection with the end sale or transfer or proposed sale or transfer of the first, second, third and fourth quarterly accounting periods in each fiscal year any securities of the Company, a current and updated capitalization table of if the Company; and (b) copies of all notifications, reports and other correspondence provided transferee or proposed transferee agrees in writing to be bound by the Company to its stockholders. provisions hereof. 3.6 In addition, the Company agrees will deliver to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes holders of Preferred C Shares, within ten (10) business days of the Holder’s compliance (as determined by the Holder end of each month, monthly and quarterly management reports in its reasonable discretion) with regulatory, accounting and reporting requirements applicable a form satisfactory to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the CompanyPontifax. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of At such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoingtime, the Company shall not be required to furnish also deliver such reports to the Holder holders of Preferred D Shares. 3.7 In addition, the financial information described in this Section 12 in the event such financial information has been previously delivered Company will deliver to the Holder or its affiliate pursuant holders of Preferred C Shares and the holders of the Preferred D Shares, within sixty (60) days prior to any other agreementthe first day of the year covered by such plan and budget, including the Indenturean annual operating plan and budget.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide deliver to each Investor who continues to hold at least five percent (5%) of the Holder with:Company’s Preferred Stock (subject to appropriate adjustment for stock splits, stock dividends, combinations and other recapitalizations): (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) calendar days after the end of each fiscal year of the Company, an audited or such longer period as may be approved by the Board, consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), certified all in reasonable detail and audited by the Chief Financial Officer independent public accountants of national standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of such quarter, and consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such quarter, prepared in accordance with GAAP, all in reasonable detail and a comparison of the quarter’s results with those projected by the Company’s business plan; (c) as soon as practicable, but in any event within thirty (30) calendar days after the end of each month, consolidated balance sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodmonth, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for each such periodmonth, that fairly present the financial condition of the Company in all material respects (which monthly financial statements may or may not be prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such periodGAAP); (iiid) as soon as practicable after practicable, but in any event thirty (30) calendar days prior to the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Companyyear, a current budget for the next fiscal year, prepared on a monthly basis, including balance sheets and updated capitalization table of income statements for such months and, as soon as prepared, any other budgets or revised budgets prepared by the Company; and (be) copies of all notificationsas soon as practicable, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at but in any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance event fifteen (as determined by the Holder in its reasonable discretion15) with regulatory, accounting and reporting requirements applicable calendar days prior to the Holder end of each fiscal year, a business plan (e.g.including head count projections, Fair Value Accounting Standard 157sales projections and financial statement projections) for the next four (4), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If The Company will furnish the Company ceases following reports to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder witheach Camden Purchaser: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) 90 days after the end of each fiscal year of the Companythereafter, an audited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, subsidiaries for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified all in reasonable detail and audited by the Chief Financial Officer an independent public accountant of recognized national standing selected by the Company; (iib) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, quarter and in any event within forty-five (45) 45 days after the end of the firstthereafter, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, subsidiaries prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustmentsadjustments and the absence of notes, all in reasonable detail and applicable comparisons to certified by the operating plan principal financial or accounting officer of the Company for such periodCompany; (iiic) as soon as practicable after the end of each month and in any event within 30 days thereafter, a consolidated balance sheet of the firstCompany and its subsidiaries as of the end of each monthly period, secondand consolidated statements of income and cash flows of the Company and its subsidiaries for such period, third prepared in accordance with generally accepted accounting principles consistently applied, subject to changes resulting from year-end audit adjustments and fourth quarterly the absence of notes, all in reasonable detail and certified by the principal financial or accounting periods officer of the Company; (d) as soon as practicable after its presentment to the Board but in each no event less than 30 days prior to the end of a fiscal year year, an annual financial plan and budget of the Company, a current which financial plan and updated capitalization table budget shall have been approved by the Board and shall provide projections of the Company; and's monthly financial statements for the forthcoming fiscal year; (be) copies as soon as practicable after the end of all notificationseach month, reports an executive summary of the activities of the Company including, without limitation, marketing, financial, product development and support and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.material activities;

Information Rights. If (a) Until the Company ceases to be a registered public company that files annual, quarterly and current reports under consummation of the Exchange ActIPO, the Company shall thereafter provide the Holder with: (a) will deliver, or will cause to be delivered, the following financial informationto (i) each Sponsor until such time as such Sponsor ceases to own any Group Equity Securities and (ii) each other Shareholder until such time as such other Shareholder shall cease to own two percent (2)% of the outstanding Group Equity Securities: (i) as soon as practicable available after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) 90 days after the end of each fiscal year of the Companythereafter, an audited a consolidated balance sheet of the Company and its subsidiaries, if any, Subsidiaries as at of the end of such fiscal year, and audited consolidated statements of income income, retained earnings and cash flows of the Company and its subsidiaries, if any, Subsidiaries for such year, prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP and setting forth in each case in comparative form the figures for the previous fiscal year, certified all in reasonable detail and accompanied by the Chief Financial Officer opinion of independent public accountants of recognized national standing selected by the Company;; and (ii) as soon as practicable available after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) 45 days after the end of the firstthereafter, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if any, Subsidiaries as of the end of each such quarterly period, and unaudited consolidated statements of income income, retained earnings and cash flows of the Company and its subsidiaries, if any, Subsidiaries for such periodperiod and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles consistently applied, GAAP (subject to changes resulting from normal year-end audit adjustments, adjustments and applicable comparisons to the operating plan absence of notes thereto) and setting forth in comparative form the figures for the corresponding periods of the Company for such period;previous fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company. (iii) as soon as practicable available after the end of each month and in any event within 20 days thereafter, a consolidated balance sheet of the firstCompany and its Subsidiaries as of the end of such month and consolidated statements of operations, secondincome, third cash flows, retained earnings and fourth quarterly accounting periods in stockholders’ equity of the Company and its Subsidiaries, for each month and for the current fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In additiondate, the Company agrees prepared in accordance with GAAP (subject to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity normal year-end audit adjustments and the securities absence of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenturenotes thereto).

Information Rights. If So long as each Investor holds, directly or indirectly, at least fifteen percent (15%) of the Company ceases original Shares purchased by it pursuant to be a registered public company that files annual, quarterly and current reports under the Exchange Actthis Agreement, the Company shall thereafter provide the Holder with: (a) the following financial informationdeliver to such Investor: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty ninety (12090) days after the end of each fiscal year of the Company, an audited consolidated (x) financial statements for such fiscal year, including a balance sheet of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income income, stockholder's equity and cash flows of the Company and its subsidiaries, if any, for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, and audited and certified by a "Big Four" accounting firm or other independent public accounting firm of national standing selected by the Chief Financial Officer Company with the approval of the Companyholders of a majority of the outstanding Shares and (y) a management letter prepared by such firm; (ii) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five thirty (4530) days after the end of the first, second, each calendar month and third quarterly accounting periods in each fiscal year quarter of the Company, unaudited financial statements, including a balance sheet, statements of income, stockholders' equity and cash flows, an unaudited consolidated balance sheet of the Company analysis showing variations from budget and its subsidiariesprior periods, if any, as of the end of and management operations reviews for each such quarterly periodcalendar month and fiscal quarter, such financial reports to be in reasonable detail and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, except that such reports may not contain all footnotes required by GAAP and are subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) as soon as practicable practicable, but in any event within thirty (30) days prior to each fiscal year-end, a projected operating budget and strategic plan for the forthcoming fiscal year, and within ninety (90) days after the end beginning of such fiscal year, an annual comparison against the business plan and operating budget with respect to the prior fiscal year; (iv) such other information relating to the financial condition, business, prospects or corporate affairs of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the CompanyCompany as an Investor may from time to time reasonably request; and (bv) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described statements called for in this Section 12 in 5.2(c), at the event time of the delivery of such financial information has been previously delivered statements, a certificate executed by the chief executive officer or chief financial officer of the Company certifying that such financial statements were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operations for the period specified, subject to the Holder or its affiliate pursuant to any other agreement, including the Indentureyear-end audit adjustments.

Information Rights. If the 6.1 The Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter will provide the Holder withfollowing reports to the Purchaser for so long as Purchaser or any of its affiliates continues to hold capital stock of the Company: (a) the following financial information: (i) as As soon as practicable after the end of the fiscal year ending December 31, 1999 and each fiscal year of the Companythereafter, and in any event within one hundred twenty (120) 120 days after the end of each such fiscal year of the Companyyear, an audited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income operations and consolidated statements of cash flows and stockholders' equity of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently appliedand setting forth in each case in comparative form the figures for the previous fiscal year, certified all in reasonable detail and audited by independent public accountants selected by the Chief Financial Officer of Company, and a capitalization table in reasonable detail shall be provided upon request by the CompanyPurchaser for such fiscal year; (iib) At least 30 days prior to the beginning of each fiscal year, commencing with the fiscal year beginning January 1, 2000, a budget and business plan as adopted by the Company's Board of Directors for the fiscal year; and (c) As soon as practicable after the end of the firsteach month, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, subsidiaries (if any), as of the end of each such quarterly monthly period, and unaudited consolidated statements of income operations and consolidated statements of cash flows of the Company and its subsidiaries, subsidiaries (if any), for such periodpersons and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles consistently applied(other than accompanying notes), subject to changes resulting from normal yearperiod-end audit adjustments, in reasonable detail and applicable comparisons to signed by the operating plan of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly principal financial or accounting periods in each fiscal year of the Company, a current and updated capitalization table officer of the Company; and (b) copies PROVIDED, HOWEVER, that in lieu of all notifications, reports and other correspondence provided by delivering such statements covering the Company to its stockholders. In additionthird month of a quarterly accounting period, the Company agrees may at is option deliver such statements covering such entire quarterly accounting period. 6.2 The Company will afford to provide Purchaser, for so long as it continues to hold any shares of Company Common Stock, reasonable access during normal business hours to the Holder at any time Company's facilities and from time to time with such information as the Holder may reasonably request for purposes Company's accounting books, records (including a summary capitalization table setting forth Purchaser's percentage interest of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting issued and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies outstanding capital stock of the Company’s annual 409A reports (or equivalent reports) ), and minutes of proceedings of the stockholders and the Board of Directors and committees of the Board of Directors, for a purpose reasonably related to the valuation such Investor's interests as a stockholder of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish disclose information where to do so would violate confidentiality obligations of the Holder Company. 6.3 The rights granted pursuant to this Section 6 may be assigned to any transferee, other than a competitor or potential competitor of the financial Company (as reasonably determined by the Company's Board of Directors), who acquires at least 30% of Registrable Securities (as adjusted for stock splits, stock dividends, stock combinations and the like), so long as such transferee agrees in writing to be bound by the provisions of Section 6.4, below. 6.4 Each Purchaser or transferee of rights under this Section 6 acknowledges and agrees that any information described obtained pursuant to this Section 6 will be used solely for appropriate stockholder purposes and shall be maintained in strict confidence by such Purchaser or transferee and will not be utilized by such Purchaser or transferee in connection with purchases or sales of the Company's securities except in compliance with applicable state and Federal securities laws. 6.5 The covenants of the Company set forth in this Section 12 in 6 shall terminate and be of no further force or effect upon the event IPO or at such financial information has been previously delivered time as the Company is required to the Holder or its affiliate file reports pursuant to any other agreementSection 13 or 15(d) of the Exchange Act, including the Indenturewhichever shall occur first.

Information Rights. If Prior to the Company ceases to be a registered public company that files annual, quarterly and current reports under consummation of the Exchange Actfirst Public Offering, the Company shall thereafter provide to each of the Holder withSponsors the following information: (a) the following financial information: Within ninety (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (12090) days after the end of each fiscal year of the Companyyear, an audited consolidated balance sheet of the Company and its subsidiaries, if any, Subsidiaries as at of the end of such fiscal year, and an audited consolidated statements statement of income and cash flows statement of cashflows of the Company and its subsidiaries, if any, Subsidiaries for such year, in each case prepared in accordance with U.S. generally accepted accounting principles consistently appliedand setting froth in comparative form the figures for the previous fiscal year, certified all in reasonable detail, and audited by the Chief Financial Officer of the Company;'s independent public accountants. (iib) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-Within forty five (45) days after the end of each of the first, second, and third quarterly accounting periods in first three fiscal quarters of each fiscal year of the Companyyear, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, Subsidiaries as of the end of each such quarterly periodfiscal quarter, unaudited consolidated statements of income, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, fiscal quarter and for the current fiscal year to date. Such financial statements shall be prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting applied (other than omission of accompanying notes) and compared with both the actual results from normal year-end audit adjustments, and applicable comparisons to the operating plan corresponding quarter of the Company previous fiscal year and the budget for such period;the current fiscal year, all in reasonable detail and signed by the principal financial or accounting officer of the Company. (iiic) as soon as practicable Within twenty (20) days after the end of the first, second, third and fourth quarterly accounting periods in each month of each fiscal year, the Company's monthly reporting package, including unaudited consolidated statements of income. Such financial statements shall be prepared in accordance with generally accepted accounting principles consistently applied (other than omission of accompanying notes) and compared with both the actual results from the corresponding month of the previous fiscal year and the budget (including any reforecasts) for the current fiscal year, all in reasonable detail and signed by the principal financial or accounting officer of the Company. (d) As soon as reasonably practicable and in accordance with Company's past practice (but in no extent later than the first day of such fiscal year), a current and updated capitalization table copy of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time an annual budget with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable line items compared to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” previous year's budget and an annual strategic plan for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenturefiscal year.

Information Rights. If (i) For so long as (x) the Company ceases Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to be a registered public company that files annualthe Purchase Agreement or (y) the Common Investors in the aggregate hold, quarterly and current reports or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, at any time that the Corporation is not required to file periodic reports with the SEC, the Company Corporation shall thereafter provide the Holder withdeliver to each Preferred Investor and/or Common Investor, as applicable: (a) the following financial information: (iA) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) ninety days after the end of each fiscal year of the CompanyCorporation, for each of the Corporation and each of its Subsidiaries, an audited consolidated income statement for such fiscal year, a balance sheet sheet, and statement of the Company and its subsidiaries, if any, stockholder’s equity as at of the end of such fiscal year, and a statement of cash flows for such fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited consolidated and certified by a nationally recognized accounting firm selected by the Corporation and reasonably acceptable to the Majority Common Investors; (B) as soon as practicable, but in any event within thirty days after the end of each of the first three quarters of each fiscal year of the Corporation, for the Corporation and each of its Subsidiaries, an unaudited income statement for such quarter, statement of cash flows for such quarter and an unaudited balance sheet as of the end of such quarter; (C) as promptly as practicable but in any event within thirty days of the end of each month, an unaudited income statement and statement of cash flows for such month, and a balance sheet for and as of the end of such month, in reasonable detail; (D) with respect to the financial statements called for in subsections (B) and (C) of this Section 7(d)(i), an instrument executed by the Chief Financial Officer or Chief Executive Officer of the Corporation and certifying that such financial statements were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present in all material respects the financial condition of the Corporation and its Subsidiaries and its results of operation for the period specified, subject to year-end audit adjustment; (E) notices of events that have had or could reasonably be expected to have a material and adverse effect on the Corporation and its Subsidiaries, taken as a whole, as soon as practicable following the occurrence of any such event; and (F) such other information relating to the financial condition, business, prospects or corporate affairs of the Corporation and its Subsidiaries as any Preferred Investor or Common Investor may from time to time reasonably request. (ii) Notwithstanding the foregoing, at all times, the Corporation shall use commercially reasonable efforts to deliver the financial statements listed Section 7(d)(i)(A), Section 7(d)(i)(B) and Section 7(d)(i)(C) promptly after such statements are internally available. (iii) For so long as (A) the Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Common Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, (a) the Corporation shall permit each Preferred Investor and/or Common Investor, as applicable, together with such Investor’s consultants and advisors, to visit and inspect the Corporation’s and its Subsidiaries’ properties, to examine their respective books of account and records and to discuss the Corporation’s and its Subsidiaries’ affairs, finances and accounts with their respective officers and employees, all at such reasonable times as may be requested by such Investor, and (b) the Corporation shall, with reasonable promptness, provide to each Preferred Investor and/or Common Investor, as applicable, such other information and financial data concerning the Corporation and its Subsidiaries as such Investor may reasonably request. (iv) For so long as (A) the Trailer Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Trailer Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, the Corporation shall pay the reasonable fees and expenses of any consultant or professional advisor that the Majority Trailer Investors may engage in connection with the Trailer Investors’ interests in the Corporation. (v) For so long as (A) the Preferred Investors hold at least 10% of the Preferred Stock issued pursuant to the Purchase Agreement or (B) the Common Investors in the aggregate hold, or “beneficially own” (within the meaning of Rule 13d-3 under the Exchange Act) at least 10% of the issued and outstanding Common Stock of the Corporation, the Corporation shall provide to each Preferred Investor and/or Common Investor, as applicable, not later than thirty days before the beginning of each fiscal year of the Corporation, but in any event, ten days prior to presenting such budget to the Board, an annual budget prepared on a monthly basis for the Corporation and its Subsidiaries for such fiscal year (displaying anticipated statements of income and cash flows of the Company and its subsidiariesbalance sheets), if any, for such year, and promptly upon preparation thereof any other significant budgets or forecasts prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as soon as practicable after the end of the first, second Corporation and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities revisions of such successor entity are not then listed on the New York Stock Exchange annual or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder other budgets or its affiliate pursuant to any other agreement, including the Indentureforecasts.

Information Rights. If the Company ceases to 7.1. The JKTC Parties shall be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) provided with the following financial information:: TEXT_SP 9294504v1 7474/36 57 7.1.1 As soon as practicable after the end of each month, Congonhas Minérios shall provide an information report with the following data: [*]. The Parties agree that this monthly information will be (i) based on managerial, unaudited, subject to adjustments figures; and (ii) restricted to the data indicated above and that no further clarification request will be accepted. 7.1.2 As soon as practicable after the end of each of the first three (3) quarters in each fiscal year, and in any event no later than sixty (60) days thereafter, quarterly unaudited consolidated financial statements of the Company and its Subsidiaries (including TECAR SPC) and the related statements of operations and cash flows for such quarter and for the period commencing on the first day of the fiscal year and ending on the last day of such quarter, consistent with past practices, subject to normal year-end adjustments, all subject to a limited review by the Company’s independent auditor, which shall be an internationally recognized “Big Four” certified public accounting firm (the “Accounting Firm”) and certified by an appropriate officer of the Company as presenting fairly the consolidated financial condition as of such date, all prepared in English and in accordance with the IFRS adopted by the Company. 7.1.3 As soon as practicable after the end of each fiscal year of the Companyyear, and in any event within one hundred twenty no later than ninety (12090) days after thereafter, the end of each fiscal year of the Company, an annual audited consolidated balance sheet financial statements of the Company and its subsidiaries, if any, Subsidiaries (including TECAR SPC) as at of the end of such fiscal year, year and audited consolidated the related statements of income operations and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous year, all in reasonable detail and accompanied by a management summary and analysis of the operations of the Company for such fiscal year, by the opinion of the Accounting Firm, which report shall state that such financial statements present fairly the consolidated financial condition as of such date and results of operations and cash flows for the periods indicated, all prepared in English and in accordance with the IFRS and the accounting policy adopted by the Company. 7.1.4 JKTC Parties’ auditors shall be entitled to (i) review the documents provided to the JKTC Parties under Sections 7.1.1 to 7.1.3 above and (ii) have access to the Accounting Firm’s working papers, subject to the Accounting Firm’s policies, in both cases exclusively for purposes of recognition, in JKTC Parties’ respective accounts, of JKTC Parties’ investment in the Company. The auditors shall be retained and paid by the JKTC Parties. The Company shall reasonably collaborate with the JKTC Parties’ auditors for purposes of compliance with their respective accounting policies or to the extent there are discrepancies between the IFRS adopted by the Company and the IFRS adopted by any of the JKTC Parties. The JKTC Parties’ auditors appointed and/or engaged for such purpose shall hold in confidence and trust and act in a fiduciary manner with respect to all information so received. 7.2. Appropriate books, records and accounts shall be kept by the Company and its Subsidiaries (including TECAR SPC) at their respective head offices, in compliance with applicable Law. Such books and records shall be maintained on a basis that allows the proper preparation by the Company or any of its Subsidiaries (including TECAR SPC) of financial statements and tax returns. 7.2.1 Each Shareholder and its duly authorized representatives and consultants shall have the right to, upon reasonable justification, examine the books and records of the Company and its subsidiariesTEXT_SP 9294504v1 7474/36 58 Subsidiaries (including TECAR SPC), if anyduring normal business hours in a manner which does not interfere with their conduct of business, upon one (1) week prior notice to the Company or its Subsidiaries (including TECAR SPC). The Shareholders’ representatives appointed for such year, prepared purposes shall hold in accordance confidence and trust and act in a fiduciary manner with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company;respect to all information so received. (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet 7.3. Each of the Company and its subsidiariesSubsidiaries (including TECAR SPC) shall, if anyfrom time to time, as the JKTC Parties or CSN may reasonably request upon one (1) week prior notice, afford the representatives of the end JKTC Parties or of each such quarterly period, and unaudited consolidated statements of income and cash flows CSN reasonable access to the facilities of the Company or its Subsidiaries (including TECAR SPC). These representatives shall act in a manner so as not to interfere with their conduct of business and its subsidiaries, if anyshall hold in confidence and trust and act in a fiduciary manner with respect to all information received during the visit to these facilities. 7.4. In addition, for such periodinformational purposes only, prepared the JKTC Parties, in accordance with U.S. generally accepted accounting principles consistently appliedrelation to item (i) below, subject or the director or statutory officer appointed by the JKTC Parties, in relation to changes resulting item (ii) below shall be entitled to receive from normal year-end audit adjustmentsthe Company relevant information, including the business rationale and applicable comparisons the benefits to the operating plan Company or any of its Subsidiaries, regarding the following matters aimed to be carried out by the Company or any of its Subsidiaries (including TECAR SPC): (i) within sixty (60) days before the submission to corporate approval, any proportional capital reduction of the Company which is not in line with the Master Plan, except for such period; (iii) as soon as practicable after any capital reduction for purposes of absorbing losses pursuant to the end first part of article 173 of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the CompanyBrazilian Corporate Law; and (bii) copies together with the call notice for the relevant Board of all notificationsDirectors’ or Board of Officers’ meeting, reports and other correspondence provided any issuance, assumption, incurrence or the voluntary early repayment of any financial debt or debt-related instruments by the Company to or any of its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance Subsidiaries (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157including TECAR SPC), as well as information with respect in an amount equal to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stockhigher than [*], which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are is not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 contemplated in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the IndentureMaster Plan.

Information Rights. If Prior to an IPO, each of the Company ceases and Z▇▇▇▇▇▇▇▇ shall deliver to be a registered public company that files annualthe Purchaser and to Yoav, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) 60 days after the end of each fiscal year of the Companyyear, an audited a consolidated balance sheet of the Company and its subsidiaries, if anycompany, as at the end of such fiscal year, and audited a consolidated statements statement of income and a statement of cash flows of the Company and its subsidiaries, if anycompany, for such year, all prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP and setting forth in each case in comparative form the figures for the previous fiscal year and to the company's operating plan then in effect and approved by its Board of Directors, certified all in reasonable detail. Such financial statements each shall be accompanied by a report and opinion thereon by the Chief Financial Officer independent public accountants of the Company; Company and of Z▇▇▇▇▇▇▇▇, respectively, (the "Accountants"), (ii) as soon as practicable after within 45 days from the end of the firsteach quarter, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if anycompany, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, company for such periodperiod and for the current fiscal year to date, prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP and setting forth in comparative form the figures for the corresponding periods of the previous fiscal year and to the company's operating plan then in effect and approved by its Board of Directors, subject to changes resulting from normal year-end audit adjustments, all in reasonable detail and applicable comparisons reviewed by the Accountants; and (iii) monthly management reports (in a form mutually agreed) and unaudited monthly financial statements within 30 days from the end of each month, and (iv) an annual budget, within 30 days prior to the operating plan end of each fiscal year. For the Purpose of this Section GAAP shall mean Israeli GAAP and adjustment to US GAAP, provided that the Purchaser shall pay for the expenses associated with the adjustment to US GAAP. Notwithstanding anything herein, each of the Company for such period; (iii) as soon as practicable after and Z▇▇▇▇▇▇▇▇ shall deliver to the end Purchaser any information which the Purchaser is required to file pursuant to Israeli and USA securities laws or any request of the first, second, third and fourth quarterly accounting periods securities authorities in these jurisdictions. Such delivery by each fiscal year of the CompanyCompany and Z▇▇▇▇▇▇▇▇ shall be made at least 14 days before the date on which the Purchaser is required to file such information, a current and updated capitalization table provided that each of the Company; and (b) copies Company and Z▇▇▇▇▇▇▇▇ has such information and provided further that the Purchaser has notified each of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any and Z▇▇▇▇▇▇▇▇ in due time and from time to time with on such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenturerequests.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide the Holder withdeliver to ------------------ each Investor: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty ninety (12090) calendar days after the end of each fiscal year of the Company, an audited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income income, consolidated statements of equity and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied("GAAP"), certified all in reasonable detail and audited by the Chief Financial Officer independent public accountants of national standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such period, quarter prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, subject to changes resulting from normal year-all in reasonable detail; (c) within thirty (30) calendar days of the end audit adjustmentsof each month, and applicable comparisons to the operating plan consolidated balance sheets of the Company and its subsidiaries, if any, as of the end of such month, and consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such periodmonth prepared in accordance with GAAP, all in reasonable detail; (iiid) at least 10 days prior to the beginning of each fiscal year, a budget and business plan for the next fiscal year, prepared on a monthly basis, including balance sheets and income statements for such months and, as soon as practicable after the end of the firstprepared, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of any other budgets or revised budgets prepared by the Company; and (be) copies such other information relating to the financial condition, business or corporate affairs of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, as the Company agrees to provide the Holder at any time and Investor may from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatoryrequest, accounting and reporting requirements applicable to the Holder (e.g.provided, Fair Value Accounting Standard 157)however, as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, that the Company shall not be required obligated under this subsection (e) or any other subsection of Section 2.1 to furnish provide information that it deems in good faith to be a trade secret or similar confidential information, provided, further, however, that the Company shall not be obligated to provide any information under this Section 2.1 to an Investor who nominated an Investor Director (as defined below) that violates the covenants set forth in Sections 3.1 and 3.2 hereof. With respect to the Holder financial statements called for in subsections (b) and (c) of this Section 2.1, the Company shall, concurrent with the delivery of such financial statements, provide an instrument executed by the Chief Financial Officer or President of the Company certifying that such financials were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial information described in this Section 12 in condition of the event such financial information has been previously delivered Company and its results of operation for the period specified, subject to the Holder or its affiliate pursuant to any other agreement, including the Indentureyear-end audit adjustment.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide the Holder with:deliver to each Investor who holds (and continues to hold) at least 600,000 shares of Conversion Stock and/or Common Stock (subject to appropriate adjustment for stock splits, stock dividends and combinations) (each, a “Major Investor”): (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) calendar days after the end of each fiscal year of the Company, an audited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), certified all in reasonable detail and audited by the Chief Financial Officer independent public accountants of national standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such period, quarter prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such periodall in reasonable detail; (iiic) as soon as practicable after practicable, but in any event within thirty (30) calendar days of the end of each month, (i) consolidated balance sheets of the firstCompany and its subsidiaries, secondif any, third as of the end of such month, and fourth quarterly accounting periods consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such month prepared in each fiscal year accordance with GAAP, all in reasonable detail, and (ii) an executive summary of the Company, a current and updated capitalization table of the Company’s operations during such preceding month; and (bd) copies as soon as practicable, but in any event thirty (30) calendar days prior to the end of all notificationseach fiscal year, reports a budget for the next fiscal year, prepared on a monthly basis, including balance sheets and other correspondence provided income statements for such months, which budget shall have been approved by the Company to its stockholders. In additionBoard of Directors with the Preferred Stockholder Directors (as defined in the Company’s Certificate of Incorporation, the Company agrees to provide the Holder at any time and as amended from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretiontime) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indentureconcurring.

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with: (a) The Company and OpCo shall, and shall cause the following financial information:Subsidiaries to, upon the reasonable prior written request of a Purchaser, furnish all information to the Purchaser to enable the Purchaser to file any reports or other documents required by any Governmental Authority in connection with the Transactions. (ib) as soon as practicable after The Company and OpCo shall, and shall cause the end Subsidiaries to, upon the reasonable prior written request of each fiscal year a Majority of the CompanyPurchasers, afford to a designee of the Majority of the Purchasers and in such accountants, counsel and representatives designated by the Majority of the Purchasers reasonable access at reasonable time intervals, at Company and OpCo facilities during normal business hours to all of its relevant and material properties, books and records (including, but not limited to, Tax Returns); provided, however, that the Company and OpCo shall not be obligated to breach any event confidentiality obligations to any other party or disclose any information that is protected as confidential information under Applicable Law. (c) The Company shall deliver to each Purchaser within one hundred twenty ninety (12090) days after the end of each fiscal year of the Company, an audited consolidated balance sheet of the Company and its subsidiaries, if any, as at the end of such fiscal year, and beginning with the fiscal year ended December 31, 2003, audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such fiscal year, and the audited balance sheet of the Company as of the end of such fiscal year, all prepared in accordance with U.S. generally accepted GAAP by G▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP or another nationally recognized accounting principles consistently applied, certified by the Chief Financial Officer of the Company;firm. (iid) as soon as practicable after the end of the first, second and third quarterly accounting periods in The Company shall deliver to each fiscal year of the Company, and in any event Purchaser within forty-forty five (45) days after the end of each of the first, second, second and third quarterly accounting periods in each fiscal year of the Company, an calendar quarter unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such periodcalendar quarter and for the period from the beginning of the fiscal year to the end of such calendar quarter, prepared in accordance with U.S. generally accepted accounting principles consistently appliedrevenue and gross profit information for such calendar quarter, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan previous fiscal year’s financial results for such calendar quarter, a comparison of such calendar quarter’s financial results to the budget for such calendar quarter, and the balance sheet of the Company as of the end of such calendar quarter. (e) The Company shall deliver to each Purchaser within thirty (30) days after the end of each month (except for December, which shall be delivered within sixty (60) days after the end of December) unaudited statements of income and cash flows of the Company for such period; (iii) as soon as practicable after calendar month and for the period from the beginning of the fiscal year to the end of such calendar month, revenue and gross profit information for such calendar month, comparisons to the firstprevious fiscal year’s financial results for such calendar month, seconda comparison of such calendar month’s financial results to the budget for such calendar month, third and fourth quarterly accounting periods in the balance sheet of the Company as of the end of such calendar month. (f) The Company shall deliver to each Purchaser promptly following the acceptance of a monthly budget for a fiscal year by the Board of Directors the monthly budget of the Company for such fiscal year and projections for the next three (3) years in a format consistent with the Company’s past practices. (g) Notwithstanding anything herein to the contrary, no assignee of any Purchaser shall be entitled to the information rights set forth in this Section 5.2 if such assignee is a competitor of the Company or is otherwise deemed detrimental to the Company as determined in good faith by the Board of Directors of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If The Company agrees to furnish to (i) each Series A Holder (including the Series A Holder on an as-exercised basis with respect to the A Round Warrants that have been paid in RMB), for so long as it holds at least three percent (3%) of the then issued and outstanding Company Securities on a fully diluted and as-converted basis; (ii) each Series B Holder, for so long as it holds at least three percent (3%) of the then issued and outstanding Company Securities on a fully diluted and as-converted basis; and (iii) each Series C Holder, for so long as, (x) with respect to Momo, it holds the Company ceases Securities, and (y) with respect to be any other Series C Holder, it holds at least three percent (3%) of the then issued and outstanding Company Securities on a registered public company that files annual, quarterly fully diluted and current reports under the Exchange Act, the Company shall thereafter provide the Holder withas-converted basis: (a) the following financial information: within ninety (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (12090) days after the end of each fiscal year of the Company, an audited a consolidated income statement and statement of cash flows for the Group Companies for such fiscal year and a consolidated balance sheet for the Group Companies as of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified by the Chief Financial Officer of the Company; (ii) as soon as practicable after the end of the firstfiscal year, second audited and third quarterly certified by a “Big-4” accounting periods in each firm (i.e., PricewaterhouseCoopers, KPMG, Deloitte & Touche or Ernst & Young) or any other accounting firm approved by Requisite Holders, and a management report including a comparison of the financial results of such fiscal year of with the Companycorresponding annual budget, all prepared in English and in any event accordance with the Accounting Standards consistently applied throughout the period; (b) within forty-five (45) days after of the end of the first, second, and third quarterly accounting periods in each fiscal year of the Companyfirst three (3) fiscal quarters, an a consolidated unaudited income statement and statement of cash flows for such quarter and a consolidated balance sheet of for the Company and its subsidiaries, if any, Group Companies as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and cash flows a comparison of the Company financial results of such quarter with the corresponding quarterly budget, all prepared in English and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles the Accounting Standards consistently applied, subject to changes resulting from normal applied throughout the period (except for customary year-end audit adjustmentsadjustments and except for the absence of notes), and applicable comparisons to certified by the operating plan chief executive officer or chief financial officer of the Company for such periodCompany; (iiic) within thirty (30) days of the end of each month, a consolidated unaudited income statement and statement of cash flows for such month and a consolidated balance sheet for the Group Companies as of the end of such month, and a comparison of the financial results of such month with the corresponding monthly budget, all prepared in English and in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief executive officer or chief financial officer of the Company; (d) an annual budget and business plan within thirty (30) days prior to the beginning of each fiscal year, setting forth: the projected balance sheets, income statements and statements of cash flows for each month during such fiscal year of each Group Company; projected detailed budgets for each such month; any dividend or distribution projected to be declared or paid; any projected incurrence, assumption or refinancing of Indebtedness; and other material matters relating to the operation, development and business of the Group Companies; (e) copies of all documents or other information sent to all other Shareholders and any reports publicly filed by any Group Company with any relevant securities exchange, regulatory authority or governmental agency, no later than five (5) days after such documents or information are filed by the Company; (f) as soon as practicable after practicable, any other information relating to the end financial condition and business of the firstGroup Companies reasonably requested by any such Key Shareholder (including monthly or other periodic operating metrics); provided, secondhowever, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated capitalization table of the Company; and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, that the Company shall not be required to furnish to the Holder the financial information described in obligated under this Section 12 4.01(f) to provide information (i) that the Board reasonably determines in good faith, after reviewing necessary and appropriate information, to be a trade secret or (ii) the event such financial information has been previously delivered to disclosure of which would adversely affect the Holder or its affiliate pursuant to any other agreement, including attorney-client privilege between the IndentureGroup Companies and their counsel.

Information Rights. If For as long as the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange ActHolder holds this Warrant or any Exercise Shares issuable upon exercise of this Warrant, the Company shall thereafter provide agrees to deliver to the Holder withthe following information, upon request: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one one-hundred twenty (120) days after the end of each fiscal year of the Company, an audited consolidated (i) a balance sheet as of the Company and its subsidiaries, if any, as at the end of such fiscal year, and audited consolidated (ii) statements of income and of cash flows of the Company and its subsidiaries, if any, for such year, and (iii) a statement of stockholders’ equity as of the end of such year. If the Company has such financial statement prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP, it shall deliver such financial statements prepared in accordance with GAAP (except that, if such financial statements have not been audited, such financial statements may (i) be subject to normal year-end audit adjustments and (ii) not contain all notes thereto that may be required in accordance with GAAP). If the Company has such financial statements audited and certified by independent public accountants, it shall deliver an audited and certified copy of such financial statements to the Chief Financial Officer of the CompanyHolder; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) days after the end of each of the firstfirst three (3) quarters of each fiscal year of the Company, secondunaudited statements of income and of cash flows for such fiscal quarter, and third quarterly accounting periods an unaudited balance sheet as of the end of such fiscal quarter. If the Company has such financial statements prepared in accordance with GAAP, it shall deliver such financial statements prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments and (ii) not contain all notes thereto that may be required in accordance with GAAP); and (c) as soon as practicable, but in any event within thirty (30) days after the end of each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such period; (iii) as soon as practicable after the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Company, a current and updated summary capitalization table of the Company; and (b) copies of all notifications, reports ’s outstanding securities on fully-diluted basis and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies a copy of the Company’s annual 409A reports (current certificate of incorporation or equivalent reports) related to other organizational document setting for the valuation rights and priorities of the Company’s Common Stockoutstanding capital stock. The Holder agrees that it will keep confidential and will not disclose, which reports shall be delivered divulge, or use for any purpose (other than to monitor or make decisions with respect to its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Warrant, unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach of this paragraph by the Holder), (b) is or has been independently developed or conceived by the Holder without use of the Company’s confidential information, or (c) is or has been made known or disclosed to the Holder promptly after being received by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that the Holder may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent reasonably necessary to obtain their services in connection with monitoring its Warrant and investment in the Company; (ii) to any affiliate, partner, member, stockholder, or wholly owned subsidiary of the Holder in the ordinary course of business, provided that the Holder informs such person or entity that such information is confidential and directs such person or entity to maintain the confidentiality of such information; or (iii) as may otherwise be required by law, regulation, rule, court order or subpoena, provided that the Holder promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. The Company’s obligations under rights set forth in this Section 12 9 shall survive terminate and be of no further force or effect (ii) upon the exercise consummation of an IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Securities Exchange Act of 1934, (iii) at such time the Holder ceases to hold this Warrant for so long as or any Exercise Shares, or (iv) at such time the Holder continues to own any equity securities is provided with substantially similar information rights as those provided in this Warrant. The rights set forth in this Section 9 are not assignable by ▇▇▇▇▇▇ without the prior written consent of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.

Information Rights. If For so long as a Holder holds ten percent (10%) or more of the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange ActSeries C Preferred Stock, the Company shall thereafter provide the Holder withshall: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty ninety (12090) days after the end of each fiscal year of the Company, deliver to such Holder an audited consolidated income statement for such fiscal year, a balance sheet of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements a statement of income and cash flows of the Company and its subsidiaries, if any, for such year, such year-end financial reports to be audited and prepared in accordance with U.S. generally accepted accounting principles consistently appliedGAAP and setting forth in each case in comparative form the figures for the previous fiscal year, certified all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Chief Financial Officer Board of Directors of the Company;. (ii) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45b) days after the end of each quarter during the first, second, and third quarterly accounting periods in each fiscal year of the CompanyCompany (except for the fourth quarter), an deliver to such Holder unaudited consolidated financial statements (or audited financial statements if available), including a balance sheet sheet, income statement and statement of the Company cash flows for and its subsidiaries, if any, as of the end of each such quarterly periodquarter, and unaudited consolidated statements of income and cash flows of for the Company and its subsidiariescurrent fiscal year to date, if any, including a comparison to plan figures for such period, prepared in accordance with U.S. generally accepted accounting principles GAAP; an instrument executed by the Chief Financial Officer or President of the Company certifying that such financials were prepared in accordance with GAAP consistently appliedapplied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP), and fairly present the financial condition of the Company and its results of operation for the period specified, subject to changes resulting from normal year-end audit adjustmentsadjustment; and a statement showing the number of shares of each class and series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of the period, the number of common shares issuable upon conversion or exercise of any outstanding securities convertible into or exercisable for common shares and the exchange ratio or exercise price applicable comparisons thereto, all in sufficient detail as to permit the operating plan Holder to calculate its percentage equity ownership in the Company. (c) as soon as practicable, but in any event within fifteen (15) days after the end of each month, deliver to such Holder a monthly report of operations of the Company for and as of the end of such period;month, including balance sheets and sources and applications of funds statements for and as of the end of such month. (iiid) as soon as practicable after practicable, but in any event within thirty (30) days prior to the end of the first, second, third and fourth quarterly accounting periods in each fiscal year beginning of the Company's fiscal year, furnish such Holder with a current budget and updated capitalization table business plan for the next fiscal year, prepared on a monthly basis, including balance sheets and sources and applications of the Company; funds statements for such months and (b) copies of all notifications, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well soon as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Codeprepared, and shall provide the Holder with copies of the Company’s annual 409A reports (any other budgets or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received revised budgets prepared by the Company. The Company’s obligations under this Section 12 's business plan shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are include three-year projections. (or are converted into or exchanged fore) equity securities of a successor entity and the securities of permit such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant representative to visit and inspect any other agreementof the properties of the Company or any of its subsidiaries, including to examine books of account and records of the IndentureCompany or any of its subsidiaries and to discuss the affairs, finances and accounts of the Company or any of its subsidiaries with its officers, all at such reasonable times as may be requested by such Holder.

Information Rights. If The Company will furnish the Company ceases following reports to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the Company shall thereafter provide the Holder with------------------ each Camden Purchaser: (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) 90 days after the end of each fiscal year of the Companythereafter, an audited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as at the end of such fiscal year, and audited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, subsidiaries for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied, certified all in reasonable detail and audited by the Chief Financial Officer an independent public accountant of recognized national standing selected by the Company; (iib) as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, quarter and in any event within forty-five (45) 45 days after the end of the firstthereafter, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited a consolidated balance sheet of the Company and its subsidiaries, if any, subsidiaries as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, subsidiaries prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustmentsadjustments and the absence of notes, all in reasonable detail and applicable comparisons to certified by the operating plan principal financial or accounting officer of the Company for such periodCompany; (iiic) as soon as practicable after the end of each month and in any event within 30 days thereafter, a consolidated balance sheet of the firstCompany and its subsidiaries as of the end of each monthly period, secondand consolidated statements of income and cash flows of the Company and its subsidiaries for such period, third prepared in accordance with generally accepted accounting principles consistently applied, subject to changes resulting from year-end audit adjustments and fourth quarterly the absence of notes, all in reasonable detail and certified by the principal financial or accounting periods officer of the Company; (d) as soon as practicable after its presentment to the Board but in each no event less than 30 days prior to the end of a fiscal year year, an annual financial plan and budget of the Company, a current which financial plan and updated capitalization table budget shall have been approved by the Board and shall provide projections of the Company; and's monthly financial statements for the forthcoming fiscal year; (be) copies as soon as practicable after the end of all notificationseach month, reports an executive summary of the activities of the Company including, without limitation, marketing, financial, product development and support and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance (as determined by the Holder in its reasonable discretion) with regulatory, accounting and reporting requirements applicable to the Holder (e.g., Fair Value Accounting Standard 157), as well as information with respect to whether the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(c) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenture.material activities;

Information Rights. If the Company ceases to be a registered public company that files annual, quarterly and current reports under the Exchange Act, the The Company shall thereafter provide deliver to each Investor who continues to hold at least five percent (5%) of the Holder with:Company’s Preferred Stock (subject to appropriate adjustment for stock splits, stock dividends, combinations and other recapitalizations): (a) the following financial information: (i) as soon as practicable after the end of each fiscal year of the Companypracticable, and but in any event within one hundred twenty (120) calendar days after the end of each fiscal year of the Company, an audited or such longer period as may be approved by the Board, consolidated balance sheet sheets of the Company and its subsidiaries, if any, as at of the end of such fiscal year, and audited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such year, prepared in accordance with U.S. generally accepted accounting principles consistently applied(“GAAP”), certified all in reasonable detail and audited by the Chief Financial Officer independent public accountants of national standing selected by the Company; (iib) as soon as practicable after the end of the firstpracticable, second and third quarterly accounting periods in each fiscal year of the Company, and but in any event within forty-five (45) calendar days after the end of each of the first, second, and third quarterly accounting periods in first three (3) quarters of each fiscal year of the Company, an unaudited consolidated balance sheet sheets of the Company and its subsidiaries, if any, as of the end of such quarter, and consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for such quarter, prepared in accordance with GAAP, all in reasonable detail and a comparison of the quarter’s results with those projected by the Company’s business plan; (c) as soon as practicable, but in any event within thirty (30) calendar days after the end of each month, consolidated balance sheets of the Company and its subsidiaries, if any, as of the end of each such quarterly periodmonth, and unaudited consolidated statements of income and consolidated statements of cash flows of the Company and its subsidiaries, if any, for each such periodmonth, that fairly present the financial condition of the Company in all material respects (which monthly financial statements may or may not be prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and applicable comparisons to the operating plan of the Company for such periodGAAP); (iiid) as soon as practicable after practicable, but in any event thirty (30) calendar days prior to the end of the first, second, third and fourth quarterly accounting periods in each fiscal year of the Companyyear, a current budget for the next fiscal year, prepared on a monthly basis, including balance sheets and updated capitalization table of income statements for such months and, as soon as prepared, any other budgets or revised budgets prepared by the Company; and (be) copies of all notificationsas soon as practicable, reports and other correspondence provided by the Company to its stockholders. In addition, the Company agrees to provide the Holder at but in any time and from time to time with such information as the Holder may reasonably request for purposes of the Holder’s compliance event fifteen (as determined by the Holder in its reasonable discretion15) with regulatory, accounting and reporting requirements applicable calendar days prior to the Holder end of each fiscal year, a business plan (e.g.including head count projections, Fair Value Accounting Standard 157), as well as information with respect to whether sales projections and financial statement projections) for the securities issuable upon the exercise hereof constitute “qualified small business stock” for purposes of Section 1202(cnext four (4) of the Internal Revenue Code and Section 18152.5 of the California Revenue and Taxation Code, and shall provide the Holder with copies of the Company’s annual 409A reports (or equivalent reports) related to the valuation of the Company’s Common Stock, which reports shall be delivered to the Holder promptly after being received by the Company. The Company’s obligations under this Section 12 shall survive the exercise of this Warrant for so long as the Holder continues to own any equity securities of the Company. In the event of an acquisition in which the Shares are (or are converted into or exchanged for) equity securities of a successor entity and the securities of such successor entity are not then listed on the New York Stock Exchange or Nasdaq and subject to the reporting requirements of the Exchange Act, then the provisions of this Section 12 shall survive the closing of such transaction and continue to apply. Notwithstanding the foregoing, the Company shall not be required to furnish to the Holder the financial information described in this Section 12 in the event such financial information has been previously delivered to the Holder or its affiliate pursuant to any other agreement, including the Indenturefiscal quarters.