Common use of Provision of Financial Information Clause in Contracts

Provision of Financial Information. Whether or not the Issuer is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Issuer will make available to the Trustee and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or For so long as the Notes are outstanding, if at any time the Guarantor is not the Issuer is subject to the periodic reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct for any reason, the Issuer will make Company will, at the Company’s option, either (i) post on a publicly available website, (ii) post on IntraLinks or any comparable password protected online data system requiring user identification and a confidentiality acknowledgement (a “Confidential Datasite”), or (iii) deliver to the Trustee and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any within 15 days of the foregoing as the SEC may by rules and regulations prescribe) filing date that are specified in Sections 13 and 15(d) of the Exchange Act and would be applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If filer at that time pursuant to applicable SEC rules and regulations, the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries quarterly and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the audited annual financial statements or in the footnotes thereto, and in any accompanying “Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information that would have been required to be delivered pursuant contained in annual reports on Form 10-K and quarterly reports on Form 10-Q, respectively, had the Company been subject to Rule 144A(d)(4) under the Securities Actsuch Exchange Act reporting requirements. Any and all Defaults The Trustee shall have no obligation to determine whether or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing not such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, statements or documents have been filed, posted or delivered. Delivery of such reports, information, statements and other reports documents to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s compliance with any of the Company’s covenants under the Indenture, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate. If the Company elects to furnish such reports via a Confidential Datasite, access to the Confidential Datasite will be provided upon request to Holders, beneficial owners of and bona fide potential investors in the Notes. Reports, information and documents filed with the SEC via the EXXXX system will be deemed to be delivered to the Trustee as of the time of such filing via EXXXX for purposes of this covenant; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or not such information, documents or reports have been filed via EXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Guarantor’s compliance with any of its covenants under relating to the indenture Notes (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ Certificatesan Officer’s Certificate). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer Parent Guarantor is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the Issuer extent not prohibited by the Exchange Act, the Parent Guarantor will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. In the event that the Parent Guarantor is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Parent Guarantor will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Parent Guarantor were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. This Section 3.10 will not impose any duty on the Parent Guarantor under the Xxxxxxxx-Xxxxx Act of 2002 and the related SEC rules that would not otherwise be applicable. If the Issuer Parent Guarantor has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Parent Guarantor and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If Subsidiaries of the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the NotesParent Guarantor. The availability of the foregoing materials on the SEC’s website or on the IssuerParent Guarantor’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer Guarantors will furnish furnished to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the extent not prohibited by the Exchange Act, the Issuer will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. In the event that the Issuer is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Issuer will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Issuer were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or For so long as the Notes are outstanding, if at any time the Guarantor is not the Issuer is subject to the periodic reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct for any reason, the Issuer will make Company will, at the Company’s option, either (i) post on a publicly available website, (ii) post on IntraLinks or any comparable password protected online data system requiring user identification and a confidentiality acknowledgement (a “Confidential Datasite”), or (iii) deliver to the Trustee and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any within 15 days of the foregoing as the SEC may by rules and regulations prescribe) filing date that are specified in Sections 13 and 15(d) of the Exchange Act and would be applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If filer at that time pursuant to applicable SEC rules and regulations, the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries quarterly and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the audited annual financial statements or in the footnotes thereto, and in any accompanying “Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information that would have been required to be delivered pursuant contained in annual reports on Form 10-K and quarterly reports on Form 10-Q, respectively, had the Company been subject to Rule 144A(d)(4) under the Securities Actsuch Exchange Act reporting requirements. Any and all Defaults The Trustee shall have no obligation to determine whether or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing not such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, statements or documents have been filed, posted or delivered. Delivery of such reports, information, statements and other reports documents to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s compliance with any of the Company’s covenants under the Indenture, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate. If the Company elects to furnish such reports via a Confidential Datasite, access to the Confidential Datasite will be provided upon request to Holders, beneficial owners of and bona fide potential investors in the Notes. Reports, information and documents filed with the SEC via the XXXXX system will be deemed to be delivered to the Trustee as of the time of such filing via XXXXX for purposes of this covenant; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or not such information, documents or reports have been filed via XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Guarantor’s compliance with any of its covenants under relating to the indenture Notes (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ Certificatesan Officer’s Certificate). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. (a) Whether or not the Issuer Parent is subject then required to file reports with the reporting requirements of Section 13 SEC, the Parent shall file with the SEC all such reports and other information as it would be required to file with the SEC by Sections 13(a) or Section 15(d) of under the Exchange Act if it was subject thereto; provided, however, that, if filing such documents by Parent with the SEC is not permitted under the Exchange Act, the Issuer will make available Parent shall, within 15 days after the time Parent would be required to file such information with the SEC if it were subject to Section 13 or 15(d) under the Exchange Act, provide such documents and reports to the Trustee and the Holders upon written request supply copies of the Notes without cost such documents and reports to any Holder, prospective Holder or securities analyst and shall post such documents and reports on the annual Parent’s public website. The Parent shall supply the Trustee and each Holder or shall supply to the Trustee for forwarding to each such Holder, without cost to such Holder, copies of such reports and the other information. Delivery of such information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers’ and their Restricted Subsidiaries’ compliance with any of its the covenants under the indenture hereunder (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ Certificates). The Trustee shall be under have no duty to monitor whether any such filings on the Electronic Data Gathering, Analysis, and Retrieval system (“XXXXX”) have been made. The Trustee shall have no duty to review or analyze reports, information and documents delivered to it. Additionally, the Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other personParent’s compliance with any of the covenants hereunder, or with respect to determine whether such reports, information, any reports or other documents and other reports are available posted on the SECParent’s website or on the Issuer’s public website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in on any conference calls.

Provision of Financial Information. Whether or not required by the Issuer is subject Commission so long as any Notes are outstanding, Parent shall furnish to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Issuer will make available to the Trustee and the Holders of Notes, and make available on a public website, or file with the Notes without cost to any Holder, Commission through the annual reports and the information, documents and other reports Commission’s IDEA System (f/k/a/ XXXXX) (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation successor system), within the time periods specified therein in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either report on the face annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the financial statements or in the footnotes theretoMaster Lease, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer Parent may satisfy its obligations under this covenant Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information specified in this covenant by furnishing the corresponding reports of relating to such other Personparent, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the Issuer’s website other hand. Notwithstanding the foregoing, such requirements shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware and the Company with holders of the Notes, and beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to securities analysts and prospective investors, upon their requestthe financial results of Parent or any of its Subsidiaries (including for the avoidance of doubt, the information required to be delivered pursuant to Rule 144A(d)(4) under conference call of the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as Company contemplated by this covenant (but without regard to Section 4.3). The conference call will not be later than five business days from the date on which such the financial information of Delaware is filed or report is so furnished or filed)otherwise made available to holders of the Notes in accordance with this Indenture. Delivery of reports, information, documents and other reports No fewer than two days prior to the Trustee is for informational purposes onlyconference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and the Trustee’s receipt access details of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference callscall.

Provision of Financial Information. Whether or not the Issuer Parent Guarantor is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the Issuer extent not prohibited by the Exchange Act, the Parent Guarantor will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation (or to a foreign private issuer if the Parent Guarantor so qualifies) within the time periods specified therein with respect to a non-accelerated filer. In the event that the Parent Guarantor is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Parent Guarantor will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Parent Guarantor were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. This Section 3.10 will not impose any duty on the Parent Guarantor under the Xxxxxxxx-Xxxxx Act of 2002 and the related SEC rules that would not otherwise be applicable. If the Issuer Parent Guarantor has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Parent Guarantor and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If Subsidiaries of the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the NotesParent Guarantor. The availability of the foregoing materials on the SEC’s website or on the IssuerParent Guarantor’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer and the Guarantors will furnish to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not we or the Issuer Guarantor is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Issuer will make available Guarantor will, to the Trustee extent permitted under the Exchange Act, file with the SEC the annual reports, quarterly reports and other documents that the Holders Guarantor would have been required to file with the SEC pursuant to such Section 13 or 15(d) (the “Financial Statements”) if the Guarantor were so subject, such documents to be filed with the SEC on or prior to the respective dates (the “Required Filing Dates”) by which the Guarantor would have been required so to file such documents if the Guarantor were so subject. The Guarantor will also in any event (1) within 15 days of each Required Filing Date (a) transmit by mail or electronic transmittal to all Holders, as their names and addresses appear in the Notes security register, without cost to any Holdersuch Holders, copies of the annual reports, quarterly reports and other documents that the information, documents and other reports (Guarantor is required to file or copies of such portions of any of the foregoing as would have been required to file with the SEC may by rules and regulations prescribe) that are specified in Sections pursuant to Section 13 and or 15(d) of the Exchange Act if the Guarantor were subject to such sections, and applicable (b) furnish to a U.S. corporation within the time periods specified therein Trustee copies of annual reports, quarterly reports and other documents that the Guarantor would have been required to file with respect the SEC pursuant to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually Section 13 or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face 15(d) of the financial statements or in Exchange Act if the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect Guarantor were subject to the information specified in this covenant by furnishing the corresponding reports of such other Person, sections; provided such other Person has guaranteed the Notes. The availability of that the foregoing materials transmittal and furnishing requirements will be deemed satisfied if the foregoing reports and documents are available on the SEC’s website EXXXX system or on the IssuerGuarantor’s website shall be deemed to satisfy within the foregoing delivery obligations. For so long as any Notes remain outstanding applicable time period specified above, and constitute “restricted securities” (2) if filing such documents by the Guarantor with the SEC is not permitted under Rule 144the Exchange Act, the Issuer will furnish to the holders promptly upon written request and payment of the Notesreasonable cost of duplication and delivery, and supply copies of such documents to securities analysts and any prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed)Holder. Delivery of such reports, information, information and documents and other reports to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s our compliance with any of its the covenants under the indenture thereunder (as to which the Trustee is entitled to rely conclusively on Officers’ Certificatesan Officer’s Certificate). The Trustee shall be under have no duty to monitor liability or confirmresponsibility for the filing, on a continuing basis timeliness or otherwise, the Issuer’s or content of any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference callsreport.

Provision of Financial Information. Whether or not the Issuer is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the extent not prohibited by the Exchange Act, the Issuer will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. In the event that the Issuer is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Issuer will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Issuer were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any The Trustee shall have no obligation to determine if and all Defaults or Events when the reports, information and documents of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date Issuer are filed with the Commission via the XXXXX system and available on which such information or report is so furnished or filed)the Commission’s XXXXX website. Delivery of such reports, information, information and documents and other reports to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture hereunder (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be is under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, information or documents and other reports to ensure compliance with the provisions hereof provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer Company is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Issuer Company will make available to the Trustee and the Holders of the Notes Securities without cost to any Holdercost, by posting the same on the Company’s website or the SEC’s XXXXX filing system as further provided below for public availability, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation that would be due after the Issue Date, within the time periods specified therein with respect to a non-accelerated filer. The Company will file a copy of each of the reports referred to in the preceding sentence with the SEC for public availability within the time periods specified in the rules and regulations applicable to such reports (unless the SEC will not accept such a filing). This Section 3.10 will not impose any duty on the Company under the Xxxxxxxx-Xxxxx Act of 2002 and the related SEC rules that would not otherwise be applicable. For the avoidance of doubt, (a) any such reports or other information delivered pursuant to the foregoing will not be required to contain the separate financial information for Subsidiary Guarantors as contemplated by Rule 3-10 of Regulation S-X or any financial statements of unconsolidated subsidiaries or 50% or less owned persons as contemplated by Rule 3-09 of Regulation S-X or any schedules required by Regulation S-X, or in each case any successor provisions and (b) such information shall not be required to comply with Regulation G under the Exchange Act or Item 10(e) of Regulation S-K with respect to any non-GAAP financial measures contained therein. If the Issuer Company has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include include, to the extent material, a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If Subsidiaries of the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the NotesCompany. The availability of the foregoing materials on the SEC’s website or on the IssuerCompany’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer Company will furnish furnished to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of such reports, information, information and documents and other reports to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers’ compliance with any of its covenants under the indenture hereunder (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer Parent Guarantor is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the Issuer extent not prohibited by the Exchange Act, the Parent Guarantor will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer; provided, however, that no Annual Report on Form 10-K shall be due with respect to any fiscal year ending prior to December 31, 2010, no Quarterly Report on Form 10-Q shall be due with respect to any quarter ending prior to June 30, 2010 and no Current Report on Form 8-K shall be due with respect to any event occurring prior to the date of filing the Parent Guarantor's Quarterly Report on Form 10-Q for the quarter ending June 30, 2010. In the event that the Parent Guarantor is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Parent Guarantor will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Parent Guarantor were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. In addition, the Parent Guarantor will make available to the Trustee and the Holders of the Securities without cost to any Holder (i) on or prior to December 18, 2009, unaudited combined financial statements of the Subsidiary Guarantors with respect to the nine months ended September 30, 2009, (ii) within 90 days after the end of the fiscal year ending December 31, 2009, audited consolidated financial statements of the Parent Guarantor and its Subsidiaries and (iii) within 45 days after the end of the fiscal quarter ending March 31, 2010, quarterly unaudited consolidated financial statements of the Parent Guarantor and its Subsidiaries. Such unaudited combined financial statements of the Subsidiary Guarantors will consist of a combined balance sheet of the Subsidiary Guarantors as of September 30, 2009 and combined statements of income and cash flows of the Subsidiary Guarantors for the nine months ended September 30, 2009, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by a principal financial or accounting officer of the Parent Guarantor as having been prepared in accordance with GAAP. Such audited consolidated financial statements of the Parent Guarantor and its Subsidiaries will consist of a consolidated balance sheet of the Parent Guarantor and its Subsidiaries as of December 31, 2009 and consolidated statements of income and cash flows of the Parent Guarantor and its Subsidiaries for the fiscal year then ended, accompanied by an opinion of KPMG LLP (or other independent public accountants of nationally recognized standing). Such quarterly unaudited consolidated financial statements of the Parent Guarantor and its Subsidiaries will consist of a consolidated balance sheet of the Parent Guarantor and its Subsidiaries as of March 31, 2010 and consolidated statements of income and cash flows of the Parent Guarantor and its Subsidiaries for the three months ending March 31, 2010, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by a principal financial or accounting officer of the Parent Guarantor as having been prepared in accordance with GAAP. This Section 3.10 will not impose any duty on the Parent Guarantor under the Xxxxxxxx-Xxxxx Act of 2002 and the related SEC rules that would not otherwise be applicable. If the Issuer Parent Guarantor has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s 's Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Parent Guarantor and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If Subsidiaries of the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the NotesParent Guarantor. The availability of the foregoing materials on the SEC’s 's website or on the Issuer’s Parent Guarantor's website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “"restricted securities” " under Rule 144, the Issuer Guarantors will furnish furnished to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer Company is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the Issuer extent not prohibited by the Exchange Act, the Company will file with the SEC, and make available to the Trustee and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to an accelerated filer. In the event that the Company is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless make available such Exchange Act information to the Trustee and the Holders without cost to any Holder as if the Company were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. The annual and quarterly reports of the Company provided pursuant to the first paragraph of this covenant shall disclose the amount of the Borrowing Base as of the end of the most recent period. If the Issuer Company has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted SubsidiariesSubsidiaries of the Company. If In addition, no later than five Business Days after the Issuer is a consolidated subsidiary of any other Persondate the annual and quarterly financial information for the prior fiscal period have been filed or furnished, the Issuer may satisfy its obligations under this covenant Company shall also hold live quarterly conference calls with respect the opportunity to ask questions of management. No fewer than ten Business Days prior to the information specified in this covenant by furnishing date such conference call is to be held, the corresponding reports Company shall issue a press release to the appropriate U.S. wire services announcing such quarterly conference call for the benefit of the Trustee, the holders, beneficial owners of the Securities, prospective purchasers of the Securities, securities analysts and market making financial institutions, which press release shall contain the time and the date of such other Personconference call and direct the recipients thereof to contact an individual at the Company (for whom contact information shall be provided in such notice) to obtain information on how to access such quarterly conference call. Notwithstanding the foregoing, provided such other Person has guaranteed the Notespreceding two sentences shall be deemed satisfied for so long as the Company’s equity securities are registered pursuant to Section 12 of the Exchange Act and the Company continues to conduct customary earnings conference calls which are publicly announced on the Company’s website or in a press release, in each case consistent with past practices of the Company. The availability of the foregoing materials on the SEC’s website or on the IssuerCompany’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to furnish or file in a timely provide a manner any information or report or information pursuant to required by this covenant shall be deemed cured (and the Company shall be deemed to be in compliance with this covenant) upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery ; provided that such cure shall not otherwise affect the rights of reportsthe Holders under Article VI hereof if the principal, informationpremium, documents if any, and other reports interest with respect to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance Securities have been accelerated in accordance with the provisions hereof terms of this Indenture and such acceleration has not been rescinded or cancelled prior to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference callssuch cure.

Provision of Financial Information. Whether or not the Issuer Parent Guarantor or the Company is required to be subject to Section 13(a) or 15(d) of the reporting requirements Exchange Act, or any successor provision thereto, the Parent Guarantor or the Company shall file with the Commission the annual reports, quarterly reports and other documents which the Parent Guarantor or the Company would have been required to file with the Commission pursuant to such Section 13(a) or 15(d) or any successor provision thereto if the Parent Guarantor or the Company were so required, such documents to be filed with the Commission on or prior to the respective dates (the "Required Filing Dates") by which the Parent Guarantor or the Company would have been required so to file such documents if the Parent Guarantor or the Company were so required. The Parent Guarantor or the Company shall also in any event (i) within 15 days of each Required Filing Date (a) transmit by mail to all holders of Notes, as their names and addresses appear in the Note Register, without cost to such holders of Notes, and (b) file with the Trustee, copies of the annual reports, quarterly reports and other documents which the Parent Guarantor or the Company files with the Commission pursuant to such Section 13 13(a) or 15(d) or any successor provision thereto or would have been required to file with the Commission pursuant to such Section 13(a) or 15(d) or any successor provisions thereto if the Parent Guarantor or the Company were required to be subject to such Sections and (ii) if filing such documents by the Parent Guarantor or the Company with the Commission is not permitted under the Exchange Act, promptly upon written request of a holder of Notes supply copies of such documents to any prospective holder of Notes. In addition, unless the Notes have been previously registered under the Securities Act, if the Parent Guarantor or the Company are not subject to Section 13(a) or 15(d) of the Exchange Act, the Issuer will make available to the Trustee Parent Guarantor and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website Company shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of such reports, information, information and documents and other reports to the Trustee is for informational purposes only, only and the Trustee’s 's receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s Company's compliance with any of its covenants under the indenture hereunder (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ ' Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer Parent Guarantor is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, to the Issuer extent not prohibited by the Exchange Act, the Parent Guarantor will file with the SEC, and make available to the Trustee and the Holders of the Notes Securities without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. In the event that the Parent Guarantor is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Parent Guarantor will nevertheless make available such Exchange Act information to the Trustee and the Holders of the Securities without cost to any Holder as if the Parent Guarantor were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. If the Issuer Parent Guarantor has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer Parent Guarantor and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If Subsidiaries of the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the NotesParent Guarantor. The availability of the foregoing materials on the SEC’s website or on the IssuerParent Guarantor’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes Securities remain outstanding and constitute “restricted securities” under Rule 144, the Issuer Guarantors will furnish furnished to the holders of the NotesSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.

Provision of Financial Information. Whether or not the Issuer is subject to the reporting requirements of Section 13 Sections 13(a) or Section 15(d) of the Exchange Act, or any successor provision thereto, the Issuer will make available shall file with the SEC so long as the Securities are outstanding the annual reports, quarterly reports and other periodic reports which the Issuer would have been required to file with the SEC pursuant to such Sections 13(a) or 15(d) or any successor provision thereto if the Issuer was so subject on or prior to the Trustee respective dates (the "Required Filing Dates") by which the Issuer would have been required so to file such documents if the Issuer was so subject. The Issuer shall also in any event (a) within 15 days of each Required Filing Date (whether or not permitted or required to file with the SEC) (i) transmit or cause to be transmitted by mail to all holders of Securities, as their names and addresses appear in the Holders of register maintained by the Notes Registrar, without cost to any Holdersuch holders, and (ii) file with the Trustee, copies of the annual reports, quarterly reports and other documents which the informationIssuer is required to file with the SEC pursuant to the preceding sentence or, if such filing is not so permitted, information and data of a similar nature, and (b) if, notwithstanding the preceding sentence, filing such documents and other reports (by the Issuer with the SEC is not permitted by SEC practice or applicable law or regulations, promptly upon written request supply copies of such portions of documents to any of the foregoing as Holder. The Issuer shall not be obligated to file any such reports with the SEC may if the SEC does not permit such filings for all companies similarly situated other than due to any action or inaction by rules and regulations prescribe) that are specified in Sections 13 and 15(dthe Issuer. The Issuer will also comply with ss.314(a) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filerTIA. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted SubsidiariesIn addition, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For for so long as any Notes of the Securities remain outstanding and constitute “restricted securities” under Rule 144prior to the later of the consummation of the Exchange Offer and the effectiveness of the Shelf Registration Statement, if required, the Issuer will and each Subsidiary Guarantor shall furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Any and all Defaults or Events Act of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing such information or report 1933, as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, documents and other reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants under the indenture (as to which the Trustee is entitled to rely conclusively on Officers’ Certificates). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference callsamended.

Provision of Financial Information. Whether or For so long as any Notes are outstanding, if at any time the Guarantor is not the Issuer is subject to the periodic reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Issuer will make available to the Trustee and the Holders of the Notes without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act for any reason, the Guarantor will, at the Guarantor’s option, either (i) file with the SEC or (ii) post on the Guarantor’s website and will deliver to the Trustee within 15 days of the filing date that would be applicable to a U.S. corporation within the time periods specified therein with respect to a non-accelerated filer. If filer at that time pursuant to applicable SEC rules and regulations, the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries quarterly and such Unrestricted Subsidiaries, individually or in the aggregate, would constitute a Significant Subsidiary, then the financial information required will include a reasonably detailed presentation, either on the face of the audited annual financial statements or in the footnotes thereto, and in any accompanying “Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. If the Issuer is a consolidated subsidiary of any other Person, the Issuer may satisfy its obligations under this covenant with respect to the information specified in this covenant by furnishing the corresponding reports of such other Person, provided such other Person has guaranteed the Notes. The availability of the foregoing materials on the SEC’s website or on the Issuer’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Notes remain outstanding and constitute “restricted securities” under Rule 144, the Issuer will furnish to the holders of the Notes, and to securities analysts and prospective investors, upon their request, the information that would have been required to be delivered pursuant contained in annual reports on Form 10-K and quarterly reports on Form 10-Q, respectively, had the Guarantor been subject to Rule 144A(d)(4) under the Securities Actsuch Exchange Act reporting requirements. Any and all Defaults The Trustee shall have no obligation to determine whether or Events of Default arising from a failure to timely provide a report or information pursuant to this covenant shall be deemed cured upon furnishing or filing not such information or report as contemplated by this covenant (but without regard to the date on which such information or report is so furnished or filed). Delivery of reports, information, statements or documents have been filed, posted or delivered. Delivery of such reports, information, statements and other reports documents to the Trustee is for informational purposes only, only and the Trustee’s receipt of such shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s or the Guarantor’s compliance with any of its the covenants under the indenture Indenture. Reports, information and documents filed with the SEC via the XXXXX system will be deemed to be delivered to the Trustee as of the time of such filing via XXXXX for purposes of this Section 6.5; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or not such information, documents or reports have been filed via XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s or the Guarantor’s compliance with any of the covenants relating to the Notes (as to which the Trustee is entitled to rely conclusively exclusively on Officers’ Certificatesan Officer’s Certificate). The Trustee shall be under no duty to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other person’s compliance with any of the covenants hereunder, to determine whether such reports, information, documents and other reports are available on the SEC’s website or on the Issuer’s website, to examine such reports, information, documents and other reports to ensure compliance with the provisions hereof or to ascertain the correctness or otherwise of the information or the statements contained therein, or to participate in any conference calls.