Common use of Reports and Other Information Clause in Contracts

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Issuers shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Parent’s or an Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (i1) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer Issuers shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Issuers shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Parent’s or an Issuer’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer they would be have been required to file such information with the SEC SEC, if it they were subject to Section Sections 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) . In the event that: that (i1) the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit the Issuer Issuers and the Parent (or any other direct or indirect parent company of the Issuer Finance LLC), to report at such parent entity’s level on a consolidated basis, and basis and (ii2) either (i) such parent entity of the Issuer Finance LLC is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, indirectly of the Capital Stock of the Issuer, such consolidated reporting at Finance LLC or (ii) such parent entityentity of Finance LLC provides separate financial information and a Management’s level in Discussion and Analysis of Financial Condition and Results of Operations for Finance LLC and the Restricted Subsidiaries on the one hand, and for any other material business on the other hand, then the information and reports required by this covenant may be those of such parent company on a manner consistent with that described in this Section 4.02 for consolidated basis, rather than those of the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestIssuers. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuers shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s Issuers’ compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (unless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC):, (i) within 90 days after the time end of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under applicable rules of the SEC’s rules and regulations, may be the annual reports report of Holdings or another Parent of the Issuer) on Form 10-K or 20-F (or any successor or comparable formforms) containing the information required to be contained therein (or required in such successor or comparable form),) and (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC’s rules and regulations, reports may be the quarterly report of Holdings or another Parent of the Issuer) on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 86-K (or any successor or comparable forms), including a Management’s Discussion and Analysis of Financial Condition and Results of Operations or substantially similar section (whether or not required by such form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such the information required by Section 4.02(a) available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders of the Holders Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (c) Notwithstanding the foregoingforegoing Sections 4.02(a) and (b), the Issuer will be deemed to have furnished such the reports referred to above required by Sections 4.02(a) and (b) to the Trustee and the Holders if it or Holdings or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ad) So long as the Parent Guarantee is in effect, or (b) in In the event that any direct or indirect parent Parent of the Issuer is or becomes a guarantor Guarantor or co-obligor of the Guaranteed ObligationsNotes, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicableParent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the such Parent Guarantor, or to such direct or indirect parent, and any of their respective its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Guarantors, if any, and the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. Delivery . (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such reports, information and documents change 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that Whether or not the Issuer may not be Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by Act, so long as the SECNotes are outstanding, the Issuer shall Company will furnish to the Holders or cause the Trustee to furnish to the Holders, or file with the SEC for public availability through the SEC’s Electronic Data Gathering, Analysis, and Retrieval System (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within or any successor system) no later than 15 days after it files them with the SEC):dates specified below: (i) within 90 days after the time end of each fiscal year (or such other period specified then in effect under the SEC’s rules and regulations, annual reports regulations promulgated under the Exchange Act with respect to the filing of an Annual Report on Form 10-K (or any successor or comparable form) containing the information by a non-accelerated filer), an annual report as would be required to be contained therein (or filed with the SEC on Form 10-K if the Company were required in to file such successor or comparable form),reports; (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such other period specified then in effect under the SEC’s rules and regulations, reports regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-Q (or any successor or comparable form) containing the information by a non-accelerated filer), a quarterly report as would be required to be contained therein (or filed with the SEC on Form 10-Q if the Company were required in to file such successor or comparable form),reports; and (iii) promptly from time within 5 days after the period then in effect under the rules and regulations promulgated under the Exchange Act with respect to time the filing of a Current Report on Form 8-K after the occurrence of an event required to be therein reported (and in any event within reported, a current report as would be required to be filed with the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which if the Issuer would be Company were required to file such reports. If the Company has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly reports required by clauses (i) and (ii) above shall include a presentation of selected financial metrics (in the Company’s sole discretion) of such Unrestricted Subsidiaries as a group in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section. If the Company or any Parent Entity does not file reports containing such information with the SEC if it were subject to Section 13 or 15(d) of SEC, the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall Company will make available such information to prospective purchasers of Securities, including by posting and such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and under this Indenture, to any Holder and, upon request, to any beneficial owner of the HoldersNotes, in each case within 15 days after the time the Issuer would be required to file by posting such information with the SEC if it were subject to Section 13 on its website, on Intralinks or 15(d) of the Exchange Actany comparable password-protected online data system which will require a confidentiality acknowledgment, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall will make such information readily available to any Holder or any bona fide prospective investor in the Notes (which prospective investors upon requestwill be limited to “qualified institutional buyers” within the meaning of Rule 144A of the Securities Act that certify their status as such to the reasonable satisfaction of the Company) who agrees to treat such information as confidential or accesses such information on Intralinks or any comparable password-protected online data system which will require a confidentiality acknowledgment; provided that the Company shall post such information thereon and make readily available any password or other login information to any such prospective holder, securities analyst or market maker. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company shall furnish to the Holders and to prospective investorsinvestors in the Notes, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such If any Parent Entity files reports with the SEC via in accordance with Section 13 or 15(d) of the E▇▇▇▇ Exchange Act, whether voluntarily or otherwise, in compliance with the filing system and periods specified in the first paragraph of this covenant, then the Company shall be deemed to comply with this covenant. The Trustee will have no responsibility whatsoever to determine if any such filing has occurred. For the avoidance of doubt, such reports are publicly availableneed not include separate financial information required by Rules 3-10 and 3-16 of Regulation S-X; provided, however, that if such Parent Entity has more than de minimis operations separate and apart from its ownership in the Trustee shall have no responsibility whatsoever to determine whether or not Company and its Subsidiaries, then the Issuer has made such filing. (a) So long as financial statements of the Parent Guarantee is in effect, or Entity shall be accompanied by selected financial metrics (b) in the event Company’s sole discretion and which need not be audited) that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail show the differences between the information relating to the such Parent Guarantor, or to such direct or indirect parent, Entity and any of their respective its Subsidiaries other than the Issuer Company and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Company and the other its Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer Covenant Parties may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer ▇▇▇▇▇▇▇ ▇▇ shall file with the SEC (and provide make available to the Trustee and Holders with copies thereofof the Notes (without exhibits), without cost to each any Holder, within 15 days after it ▇▇▇▇▇▇▇ ▇▇ files them with the SEC):) from and after the Issue Date, (i1) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv4) any other information, documents and other reports which the Issuer Issuers would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; providedin each case, however, in a manner that complies in all material respects with the Issuer requirements specified in such form; provided that ▇▇▇▇▇▇▇ ▇▇ shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer ▇▇▇▇▇▇▇ ▇▇ shall make available such information to prospective purchasers of SecuritiesNotes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersHolders of the Notes, in each case within 15 days after the time the Issuer Issuers would be required to file such information with the SEC SEC, if it were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood that further, that, with respect to the quarter with respect to which the Issuers notify the Trustee in writing that a Foreign Parent intends to switch the currency in which its financial statements are reported, ▇▇▇▇▇▇▇ ▇▇ shall have no responsibility whatsoever not be required to determine whether any filings have been made with make available such information to prospective purchasers of Notes or provide such information to the SEC or reports have been posted on such website. (b) In Trustee and the event that: (i) the rules and regulations Holders of the SEC permit Notes until 90 days after the Issuer and any direct or indirect parent end of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestquarter. In addition, to the Issuer shallextent not satisfied by the foregoing, the Covenant Parties have agreed that, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange ActNotes are outstanding, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, they shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will Covenant Parties shall not be deemed required to have furnished such furnish any information, certificates or reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the Erequired by Items 307 or 308 of Regulation S-K. (b) If Parent or any other direct or indirect parent company of ▇▇▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee ▇▇ is in effect, or (b) in the event that any direct or indirect parent a Guarantor of the Issuer is or becomes a guarantor of the Guaranteed ObligationsNotes, the Issuer Covenant Parties may satisfy its their obligations under this Section 4.02 4.03 with respect to financial information relating to the Issuer Covenant Parties by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Covenant Parties and the other Restricted Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. . (c) 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 Issuer’s Issuers’ compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Officer’s Certificates). The Trustee shall have no responsibility to determine if ▇▇▇▇▇▇▇ ▇▇, Parent or any other direct or indirect parent company of ▇▇▇▇▇▇▇ ▇▇ has filed any information with respect thereto)the SEC.

Reports and Other Information. (a) Notwithstanding that the Issuer LGEC may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, to the Issuer shall extent permitted by the Exchange Act, LGEC will file with the SEC (SEC, and provide make available to the Trustee and Holders with copies thereofthrough its publicly available website, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing and the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which (or copies of such portions of any of the Issuer would be required foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. In the event that LGEC is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, LGEC will nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders through its publicly available website as if it LGEC were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act; providedAct within the time periods specified therein or in the relevant forms, howeverwhich requirement may be satisfied by posting such reports, that documents and information on its website within the Issuer time periods specified by this Section 4.03. For the avoidance of doubt, the information and reports referred to in this Section 4.03(a) shall not be required to contain separate financial information for Guarantors that would be required under Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision). (b) The Trustee shall have no responsibility to determine if and when any of the reports required by (a) above have been filed or posted on any website. Delivery of the reports required by (a) above to the Trustee is for informational purposes only and the Trustee’s receipt of such reports will not constitute constructive notice of any information contained therein or determinable from information contained therein, including LGEC’s or any other parties’ compliance with any of its covenants in this Indenture (as to which the Trustee will be entitled to rely exclusively on Officers’ Certificates that are delivered). (c) If any of LGEC’s Subsidiaries have been designated as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then LGEC shall provide, either (in its discretion) (1) on LGEC’s investor relations website or (2) in the annual and quarterly reports required by Section 4.03(a), within the applicable period after each fiscal quarter or fiscal year for the delivery of quarterly or annual financial information under Section 4.03(a), a reasonably detailed presentation, as determined in good faith by senior management of LGEC, of the financial condition and results of operations of LGEC, the other Guarantors, the Issuer and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) The Issuer and the Guarantors will make available to the Holders and to prospective investors, upon the request of such Holders, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so obligated long as the Notes are not freely transferable under the Securities Act. For purposes of this Section 4.03, the Issuer and the Guarantors will be deemed to file have furnished the reports to the Holders as required by this Section 4.03 if LGEC has filed such reports with the SEC if via the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting ▇▇▇▇▇ or any successor filing system and such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such websiteare publicly available. (be) In the event that: : (i1) the rules and regulations of the SEC permit the Issuer LGEC and any direct or indirect parent of the Issuer LGEC to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of LGEC, or (2) any direct or indirect parent of LGEC is or becomes a Guarantor of the IssuerNotes, such consolidated consolidating reporting at such parent entity’s level in a manner consistent with that described above in this Section 4.02 4.03 for the Issuer shall LGEC will satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition4.03, the Issuer shall, for so long as any Securities remain outstanding during any period when it and LGEC is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under in this Section 4.02 4.03 with respect to financial information relating to the Issuer LGEC by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, parent and any of their respective its Subsidiaries other than the Issuer LGEC and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors LGEC and the other its Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost thereof by posting such information on its primary website), (1) as soon as available and in any event on or before the date on which such reports would be required to each Holder, within 15 days after it files them be filed with the SEC): SEC (iif the Issuer were a non-accelerated filer subject to Section 13 or 15(d) within of the time period specified in the SEC’s rules and regulationsExchange Act), annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii2) within as soon as available and in any event on or before the time period specified in date on which such reports would be required to be filed with the SEC’s rules and regulationsSEC (if the Issuer were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in for filing current reports on Form 8-K by the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent that complies in all material respects with that described the requirements specified in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Actform. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer (or a direct or indirect parent of the Issuer if it otherwise meets the requirements set forth in Section 4.03(b)), has filed such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that If at any time any direct or indirect parent of the Issuer (x) is or becomes a guarantor of the Guaranteed ObligationsNotes (there being no obligation of any parent to do so), (y) holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Issuer or of any direct or indirect parent corporation of the Issuer (and performs the related incidental activities associated with such ownership) and (z) complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision), the reports, information and other documents required to be filed and furnished to Holders of the Notes pursuant to this Section 4.03 may, at the option of the Issuer, be filed or furnished by and be those of such direct and indirect parent of the Issuer rather than the Issuer. (c) The Issuer will make such information available to prospective investors upon request. In addition, the Issuer may satisfy has agreed that, for so long as any Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, it will furnish to the Holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) If the Issuer has designated any of its obligations under Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.02 with respect to 4.03 shall include a reasonably detailed unaudited discussion (as determined in good faith by senior management of the Issuer) of the financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, condition and any results of their respective Subsidiaries other than operations of the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Restricted Subsidiaries of the Issuer on a standalone basisseparate from the financial condition and results of operations of the Unrestricted Subsidiaries. (e) Notwithstanding anything herein to the contrary, on the other hand. Issuer will not be deemed to have failed to comply with any of its agreements under this Section 4.03 for purposes of Section 6.01(a)(4) until 120 days after the date any report hereunder is required to be filed with the SEC (or otherwise made available to Holders or the Trustee) pursuant to this Section 4.03. (f) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute constructive or actual notice or knowledge of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall be required to file with the SEC (and SEC, or provide the Trustee and the Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):with: (i1) within 90 days (or the successor time period specified then in effect under the SEC’s rules and regulationsExchange Act for a non-accelerated filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each fiscal year, annual reports of the Issuer on Form 10-K (K, or any successor or comparable form; (2) containing the information required to be contained therein within 45 days (or required in such the successor or comparable form), (ii) within the time period specified then in effect under the SEC’s rules and regulationsExchange Act for a non-accelerated filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each of the first three fiscal quarters of each fiscal year, quarterly reports of the Issuer on Form 10-Q (Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time to time periods specified for filing Current Reports on Form 8-K after the occurrence of an each event that would have been required to be therein reported (and in any event within a Current Report on Form 8-K under the time period specified in Exchange Act if the SEC’s rules and regulations)Issuer had been a reporting company under the Exchange Act, such other current reports on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would ; provided that no such Current Reports shall be required to file with be filed or provided that are not material to the SEC if it were subject to Section 13 interests of Holders in their capacities as such (as determined in good faith by the Issuer) or 15(d) of the Exchange Act; providedbusiness, howeverassets, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filingoperations, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website financial positions or prospects of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersRestricted Subsidiaries, taken as a whole. Notwithstanding the foregoing, (A) none of the foregoing reports shall be required to (i) contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10, 3-16, 13-01 or 13-02 of Regulation S-X promulgated by the SEC or (ii) present any information required by Item 9A of Form 10-K, Items 307 or 308 of Regulation S-K (or, in each case within 15 days after case, any successor item or provision in respect thereof) or any other rule or regulation implementing Section 404 of the time ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or by Item 402 of Regulation S-K and (B) if any Parent Entity is a Guarantor of the Issuer would be Notes, the reports, information and other documents required to file such information with the SEC if it were subject to Section 13 or 15(d) be filed and provided as described above may be those of a parent company, rather than those of the Exchange ActIssuer, it being understood so long as such filings would otherwise satisfy in all material respects the requirements of clauses (1), (2) or (3) above; provided that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at if such parent entity’s level on a consolidated basis, and company holds material assets (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownershipcash, directly or indirectly, of Cash Equivalents and the Capital Stock of the Issuer, Issuer and Restricted Subsidiaries) such consolidated reporting at such parent entity’s level in annual and quarterly reports shall include a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) reasonable explanation of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the material differences between the information relating to the Parent Guarantorassets, or to liabilities and results of operations of such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer parent company and its Subsidiaries, consolidated Subsidiaries on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents reports to the Trustee 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Certificates). (b) Notwithstanding anything herein to the contrary, (A) the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 60 days after the date any such report is due hereunder and (B) the Issuer shall not be so obligated to file such reports with the SEC (i) if the SEC does not permit such filing and (ii) subject to clause (A) of this sentence, the Issuer makes available the applicable information to prospective purchasers of Notes upon request, in addition to providing such information to the Trustee, in each case, within 15 days after the applicable date the Issuer would be required to file such information pursuant to the first paragraph of this section. To the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect theretothereto at such time and any Default or Event of Default (unless the Notes have been accelerated at such time) with respect thereto shall be deemed to have been cured. (c) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required by Section 4.03(a) shall include information (which need not be audited or reviewed by the Issuer’s auditors) regarding such Unrestricted Subsidiaries substantially comparable to the financial information of the Unrestricted Subsidiaries presented in the Offering Memorandum in the penultimate paragraph under “Summary—Our Company”; provided that no such information shall be required if such financial information is not material compared to the applicable financial information of the Issuer and its Subsidiaries on a consolidated basis or if such Unrestricted Subsidiaries are not material to the Issuer and its Subsidiaries on a consolidated basis. (d) So long as the Notes are outstanding and the reports required to be delivered under this Section 4.03 are not filed with the SEC, the Issuer shall maintain a website (that, at the option of the Issuer, may be password protected) to which Holders, prospective investors, broker-dealers and securities analysts are given access promptly upon request and to which all the reports required by this Section 4.03 are posted. (e) To the extent not satisfied by the reports referred to in Section 4.03(a), the Issuer shall furnish to the Holders, prospective investors, broker-dealers and securities analysts, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (f) The Trustee shall have no obligation to determine whether or not such information, documents or reports in this Section have been filed by the Issuer.

Reports and Other Information. (a) Notwithstanding that After the Effective Date, whether or not the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, so long as the Notes are outstanding, the Issuer will furnish to the Holders or otherwise report cause the Trustee to furnish to the Holders or post on an annual and quarterly basis on forms provided its website or file with the SEC for public availability: (1) within 90 days after the end of each fiscal year (or such annual and quarterly reporting pursuant to other period then in effect under the rules and regulations promulgated by under the SEC, Exchange Act with respect to the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports filing of an Annual Report on Form 10-K (or any successor or comparable form) containing the information by a non-accelerated filer), an annual report as would be required to be contained therein filed with the SEC on Form 10-K if the Issuer were required to file such reports; (2) beginning with the fiscal quarter ending June 30, 2021, within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or required such other period then in such successor or comparable form), (ii) within effect under the time period specified in the SEC’s rules and regulations, reports regulations promulgated under the Exchange Act with respect to the filing of a Quarterly Report on Form 10-Q (or any successor or comparable form) containing the information by a non-accelerated filer), a quarterly report as would be required to be contained therein (or filed with the SEC on Form 10-Q if the Issuer were required in to file such successor or comparable form),reports; and (iii3) promptly from time as soon as practicable (and in any event no later than five days after the period then in effect under the rules and regulations promulgated under the Exchange Act with respect to time the filing of a Current Report on Form 8-K) after the occurrence of an event required to be therein reported (and in any event within reported, a current report as would be required to be filed with the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which if the Issuer would be were required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actsuch reports; provided, however, that, if the last day of any such period is not a Business Day, such report will be due on the next succeeding Business Day. All such reports will be prepared in all material respects in accordance with all of the rules and regulations of the SEC applicable to such reports. For the avoidance of doubt, such reports (x) will not be required to include separate financial information that would be required by Rules 3-10 and 3-16 of Regulation S-X and (y) will not be subject to the Trust Indenture Act. After the Effective Date, the Issuer or any direct or indirect parent company of the Issuer will maintain a public or non-public website on which Holders, prospective investors and securities analysts are given access to the annual and quarterly financial information described above (and if applicable, the quarterly information described in Section 4.03(b)). If the website containing the financial reports is not available to the public, the Issuer or any direct or indirect parent company of the Issuer will direct Holders, prospective investors and securities analysts on its publicly available website to contact the Issuer to obtain access to the non-public website. (b) Notwithstanding the foregoing, if the Effective Date has not occurred on or prior to the date 45 days after June 30, 2021, the Escrow Issuer will furnish or cause to be furnished to the Holders or cause the Trustee to furnish to the Holders or post on its (or the Company’s or Merck’s) website or file or cause to be filed with the SEC for public availability interim financial statements and a Management’s Discussion and Analysis of Results of Operations (“MD&A”) with respect to the three and six-months ending June 30, 2021, in each case substantially comparable to the audited combined financial statements and MD&A included in the Offering Memorandum (provided that such interim financial statements shall not be so obligated required to file be audited; provided further, that if such interim financial statements and MD&A are included in the Company’s Form 10 Registration Statement filed with the SEC for public availability on or prior to such date, the requirements of this Section 4.03(b) shall be deemed to be satisfied). (c) If any direct or indirect parent company of the Issuer files reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information accordance with the SEC if it were subject to Section 13 or of 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made voluntarily or otherwise, in compliance with the SEC or reports have been posted on such website. (bfiling periods specified in Section 4.03(a) In the event that: (i) the rules and regulations of the SEC permit hereof, then the Issuer shall be deemed to comply with this Section 4.03. For the avoidance of doubt, such reports need not include separate financial information required by Rules 3-10 and any 3-16 of Regulation S-X; provided that, if such direct or indirect parent company of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged has more than de minimis operations separate and apart from its ownership in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at then the financial statements of the direct or indirect parent company will be required to provide consolidating information, which need not be audited, that explains in reasonable detail the differences between the information relating to such parent entity’s level in a manner consistent with that described in this Section 4.02 for company and its Subsidiaries, on the one hand, and the information relating to the Issuer shall satisfy this Section 4.02and its Restricted Subsidiaries on a standalone basis, on the other hand. (cd) The Issuer shall make such information available to prospective investors upon request. In additionTo the extent not satisfied by the foregoing, the Issuer shallwill, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange ActNotes are outstanding, furnish to Holders, securities analysts and prospective investors in the Holders and to prospective investorsNotes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (e) Notwithstanding anything herein to the foregoingcontrary, the Issuer will not be deemed to have furnished such failed to comply with any of its obligations under this Section 4.03 for purposes of clause (3) under Section 6.01 hereof until 120 days after the date any report is due under this Section 4.03, and failure to comply with this Section 4.03 shall be automatically cured when the Issuer or its direct or indirect parent company provides all required reports referred to above the Holders (including to the Trustee and for delivery to the Holders if the Issuer has filed such Holders) or files all required reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the SEC. The Trustee shall have no responsibility whatsoever to determine whether or not any report has been filed by the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, posted on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand’s website. Delivery of such reports, information 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (i1) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Issuer’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer it would be have been required to file such information with the SEC SEC, if it were subject to Section Sections 13 or 15(d) of the Exchange Act. The filing requirements set forth above for the applicable period may be satisfied by the Issuer (i) by the posting of such reports or the information required to be set forth therein on the Issuer’s public website (which may include a press release of the Issuer), it being understood that (ii) by the Trustee shall have no responsibility whatsoever to determine whether any filings have been made filing with the SEC of a shelf registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act or reports have been posted on such website. (biii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, by including in the registration statement referred to in the definition of “IPO” quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Form 10-K or 10-Q; provided that, except as set forth in the immediately preceding clause with respect to scope of disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuer’s reporting obligations, or the time periods required therefor, set forth above. In the event that: (i) that the rules and regulations of the SEC (including Rule 3-10 of Regulation S-X) permit (or if such rules and regulations do not apply, would permit if such rules and regulations did apply) the Issuer and or any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer covenant by furnishing financial information and reports relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, parent and any of their respective Subsidiaries its subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. In addition, to the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstanding, it will furnish to Holders 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. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer Covenant Parties may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer VNU HF shall file with the SEC (and provide make available to the Trustee Administrative Agent and Holders with copies thereofLenders (without exhibits), without cost to each Holderany Lender, within 15 days after it VNU HF files them with the SEC):) from and after the Closing Date, (i1) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv4) any other information, documents and other reports which the Issuer Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; providedin each case, however, in a manner that complies in all material respects with the Issuer requirements specified in such form; provided that VNU HF shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer VNU HF shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee Administrative Agent and the HoldersLenders, in each case within 15 days after the time the Issuer Borrower would be required to file such information with the SEC SEC, if it were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood further, that, for the quarter with respect to which the Borrower notifies the Administrative Agent in writing that Parent intends to switch the Trustee currency in which its financial statements are reported, VNU HF shall have no responsibility whatsoever not be required to determine whether any filings have been made with make available such information to the SEC or reports have been posted on Administrative Agent and the Lenders until 90 days after the end of such websitequarter. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and If any direct or indirect parent company of VNU HF is a Guarantor of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In additionLoans, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer Covenant Parties may satisfy its their obligations under this Section 4.02 6.01 with respect to financial information relating to the Issuer Covenant Parties by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Covenant Parties and the other Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall Company will file with the SEC (and upon written request provide the Trustee and Holders holders with copies thereof, without cost to each Holderholder, within 15 5 days after it files them with the SECreceipt of such request): (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers (except for any delay permitted by Rule 13a-13(a) promulgated under the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; and (iv) subject to the foregoing, any other information, documents and other reports which the Issuer Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall Company will make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries Notes in addition to providing such information to the Trustee and the Holdersholders, in each case case, within 15 days after the time the Issuer Company would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Company or the Guarantors contemplated by Rule 3-10 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have if such information has been posted on any website. If the Company has designated any Subsidiary as an Unrestricted Subsidiary and if any such websiteUnrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Company, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer Company and any direct or indirect parent of the Issuer Company to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of the IssuerCompany, such consolidated or (ii) any direct or indirect parent of the Company is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall Company will satisfy this Section 4.02, and the Company is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Company by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Company and its Subsidiaries, on the one hand, and the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand. (c) The Issuer shall In addition, the Company will make such information available to prospective investors upon request. In addition, the Issuer Company shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Issuer Company will be deemed to have furnished such the reports referred to above in this Section 4.02 to the Trustee and the Holders holders if the Issuer Company has filed such reports with the SEC via the E▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available; provided, however, it being understood that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer if such information has made such filingbeen posted on any website. (ae) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s compliance with any of its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoCertificates).

Reports and Other Information. (a) Notwithstanding that If at any time the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with the SEC Commission (unless the Commission will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holdercost, within 15 days after it files (or attempts to file) them with the SEC):Commission, (i) within the time period specified in the SEC’s rules and regulations, an annual reports report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event all current reports that would be required to be therein reported (and in any event within filed with the time period specified in the SEC’s rules and regulations), such other reports Commission on Form 8-K (or any successor or comparable form), andK. (ivb) any other information, documents and other reports which If the Issuer would be required to file with the SEC if it were is not subject to Section 13 or 15(d) the reporting requirements of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee Issuer shall have no responsibility whatsoever to determine whether any filings have been made file with the SEC or reports have been posted on such website. Trustee, within 45 days after the required filing deadline in accordance with the rules and regulations prescribed from time to time by the Commission (b) In applied as if the event that:Issuer were subject to the foregoing reporting requirements): (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent such financial information of the Issuer as would be required to be contained in an annual report at such parent entityon Form 10-K and a quarterly report on Form 10-Q, as applicable, including a “Management’s level Discussion and Analysis of Financial Condition and Results of Operations,” (ii) with respect to the annual financial information referred to above only, a report on a consolidated basisthe annual financial statements of the Issuer by the Issuer’s independent public accountants, and (iiiii) such parent entity current reports on Form 8-K as would be required pursuant to Section 15(d) of the Issuer is not engaged Exchange Act in any business in any material respect other than incidental of a security subject to its ownership, directly or indirectly, the periodic reporting requirements of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02section. (c) The Issuer shall make such information available to prospective investors upon request. In additionFor so long as the Notes are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, the Issuer shallwill, for so long as at any Securities remain outstanding during any period time when it the Issuer is not subject to Section 13 or of 15(d) of the Exchange Act, promptly furnish or otherwise permitted cause to furnish be furnished to any Holder or beneficial owner of those restricted securities or to any prospective purchaser of those restricted securities designated by the SEC with certain information pursuant to Rule 12g3-2(b) Holder or beneficial owner, in each case, upon the request of the Exchange ActHolder, furnish to the Holders and to beneficial owner or prospective investors, upon their request, purchaser the information required to be delivered pursuant to under Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Issuer will shall be deemed to have furnished such reports referred to in Section 4.02(a) and (b) above to the Trustee and the Holders if the Issuer it has filed such reports with the SEC Commission via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that or any successor system. The subsequent filing with the Trustee and, if applicable, the Commission of any report required by this Section 4.02 shall have no responsibility whatsoever be deemed to determine whether or not automatically cure any Default of event of Default resulting from the Issuer has made failure to file such filingreport within the time period required. (ae) So long as the Parent Guarantee is in effect, or (b) in the event that If at any time any direct or indirect parent of the Issuer is or becomes a guarantor Guarantor of the Guaranteed ObligationsNotes and has filed with the Trustee and, if applicable, the Issuer may satisfy its obligations under Commission the reports required to be filed and furnished to Holders pursuant to this Section 4.02 with respect to such parent (including any financial information relating to required by Regulation S-X promulgated by the Commission by virtue of such Guarantee), the Issuer by furnishing financial information relating shall be deemed to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains be in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any the provisions of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)this Section 4.02.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders holders with copies thereof, without cost to each Holderholder, within 15 days after it files them with the SEC):), (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall will make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries Notes in addition to providing such information to the Trustee and the Holdersholders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that subject, in the Trustee shall have no responsibility whatsoever case of any such information, certificates or reports provided prior to determine whether any filings have been made the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions consistent with the SEC presentation of financial information in the Offering Memorandum. Notwithstanding the foregoing, the Issuer shall not be required to furnish any information, certificates or reports have been posted on such websiterequired by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of the Issuer, such consolidated or (ii) any direct or indirect parent of the Issuer is or becomes a Guarantor of the Notes, consolidating reporting at such the parent entity’s level in a manner consistent with that described in this Section 4.02 and furnishing financial information relating to such direct or indirect parent for the Issuer shall will satisfy this Section 4.02; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Pledgors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. (c) The Issuer shall will make such information available to prospective investors upon request. In addition, the Issuer shallhas agreed that, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations. In addition, the Issuer may satisfy its obligations under requirements of this Section 4.02 with respect shall be deemed satisfied prior to financial information the commencement of the exchange offers contemplated by the Registration Rights Agreement relating to the Issuer Notes or the effectiveness of the Shelf Registration Statement by furnishing financial information relating to (1) the Parent Guarantor, or to filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parentRegistration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in Section 4.02(a) and/or (2) the posting of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating reports that would be required to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents be provided 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 holders on the Issuer’s compliance with website (or that of any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoparent companies).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall will file with the SEC (and provide the Trustee and Holders holders with copies thereof, without cost to each Holderholder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information that would have been required to be contained therein (or required in such successor or comparable form),) if the Issuer were subject to Section 13 or 15(d) of the Exchange Act, except to the extent permitted to be excluded by the SEC; (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, reports on Form 10-Q (or any successor or comparable form) containing the information that would have been required to be contained therein (or required in such successor or comparable form),) if the Issuer were subject to Section 13 or 15(d) of the Exchange Act, except to the extent permitted to be excluded by the SEC; and (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which that would have been required if the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall will make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries Notes in addition to providing such information to the Trustee and the Holdersholders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, it being understood that then the Trustee annual and quarterly information required pursuant to clauses (i) and (ii) of this Section 4.02(a) shall have no responsibility whatsoever to determine whether any filings have been made with include a reasonably detailed presentation, either on the SEC face of the financial statements, in the footnotes thereto or reports have been posted on in 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 such websiteUnrestricted Subsidiaries. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer (each, a “Reporting Entity”) to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of the Issuer, such or (ii) any direct or indirect parent of the Issuer is or becomes a Guarantor of the Notes, consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall will satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may permitted to satisfy its obligations under in this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same such financial information is accompanied by consolidating information a reasonably detailed presentation, either on the face of the financial statements, in the footnotes thereto or in Management’s Discussion and Analysis of Financial Condition and Results of Operations, that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, parent and any of their respective its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. (c) The Issuer will make such information available to prospective investors upon request. The Issuer shall, for so long as any Notes remain outstanding during any period when neither it nor another Reporting Entity is subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) Notwithstanding the foregoing, the Issuer will be deemed to have furnished the reports and information referred to in this Section 4.02 to the Trustee and the holders if the Issuer has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available. In addition, the requirements of this Section 4.02 shall be deemed satisfied by the posting of the reports and information that would be required to be filed with the SEC pursuant to Section 4.02(a) on a website or on IntraLinks or any comparable online data system or website. The Trustee shall have no obligation to monitor whether the Issuer posts such reports, information and documents on the SEC’s ▇▇▇▇▇ filing system or any such online data system or website. (e) The Issuer will also hold quarterly conference calls, beginning with the first full fiscal quarter ending after the Issue Date, for all holders of the Notes, prospective investors and securities analysts to discuss such financial information no later than 10 Business Days after the distribution of such information required by clauses (i) or (ii) of Section 4.02(a) and, prior to the date of each such conference call, will announce the time and date of such conference call and either include all information necessary to access the call or inform holders of the Notes, prospective investors and securities analysts how they can obtain such information, including, without limitation, the applicable password or login information (if applicable). (f) The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report delivered or filed under or in connection with this Indenture or the transactions contemplated hereby. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoCertificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide make available to the Trustee and Holders with copies thereofof the Notes (without exhibits), without cost to each any Holder, within 15 days after it files them with the SEC):) from and after the Issue Date, (i1) within the 90 days (or any other time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within 45 days after the time period specified in end of each of the SEC’s rules and regulationsfirst three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv4) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, in each case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of SecuritiesNotes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersHolders of the Notes, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent company of the Issuer is or becomes a guarantor Guarantor of the Guaranteed ObligationsNotes, the Issuer may satisfy its obligations under this Section 4.02 4.03 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents . (c) Notwithstanding anything herein to the Trustee is for informational purposes only and contrary, the Trustee’s receipt of such Issuer shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance be deemed to have failed to comply with any of its covenants hereunder obligations set forth under this Section 4.03 for purposes of clause (as 3) of Section 6.01(a) hereof until 60 days after the date any report is due pursuant to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)this Section 4.03.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Issuer’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (i) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Issuer’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer they would be have been required to file such information with the SEC SEC, if it they were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood further, that the Trustee Issuer shall have no responsibility whatsoever not be obligated to determine whether any filings have been made with include in such reports the SEC separate financial statements required by Rule 3-10 or reports have been posted on such website. (b) 3-16 of Regulation S-X. In the event that: (i) the rules and regulations of the SEC permit the Issuer and that any direct or indirect parent company of the Issuer becomes a Guarantor of the Notes, the Issuer shall have satisfied its obligations under this Section 4.03 with respect to report at financial information relating to the Issuer by furnishing financial information relating to such parent entity’s level company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Issuer and its Subsidiaries on a consolidated standalone basis, and (ii) such parent entity on the other hand. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by this Section 4.03 shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Issuer is not engaged in any business in any material respect other than incidental to and its ownership, directly or indirectly, Restricted Subsidiaries separate from the financial condition and results of the Capital Stock operations of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestUnrestricted Subsidiaries. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuer shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s Issuers’ compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer Borrower may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Borrower shall file with the SEC (and provide make available to the Trustee Administrative Agent and Holders with copies thereofthe Lenders (without exhibits), without cost to each Holderany Lender, within 15 days after it the Borrower files or would be required to file them with the SEC):) from and after the Original Closing Date, (i) within the 90 days (or any other time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within 45 days after the time period specified in end of each of the SEC’s rules and regulationsfirst three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv) any other information, documents and other reports which the Issuer Borrower would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, in each case in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuer Borrower shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Borrower shall make available such information to prospective purchasers of Securitiesthe Administrative Agent and the Lenders, including which obligation may be satisfied by posting such reports on the primary website of the Issuer or Borrower and its Subsidiaries in addition to providing such information to the Trustee and the HoldersBorrower shall promptly notify the Administrative Agent when such reports are posted on the website of the Borrower, in each case within 15 days after the time the Issuer Borrower would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In Notwithstanding the event that: foregoing, the requirements of Section 9.1(a), shall be deemed satisfied (i1) by the rules filing with the SEC of a registration statement, and regulations any amendments thereto, with such financial information that satisfies Regulation S-X, subject to exceptions consistent with the presentation of financial information in an offering memorandum relating to securities sold in reliance on Rule 144A of the Securities Act, to the extent filed within the times specified in Section 9.1(a), or (2) by posting reports that would be required to be filed substantially in the form required by the SEC permit on the Issuer and Borrower’s website (or that of any direct of its parent companies) or indirect parent of providing such reports to the Issuer Administrative Agent within 15 days after the time the Borrower would be required to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make file such information available to prospective investors upon request. In addition, with the Issuer shall, for so long as any Securities remain outstanding during any period when SEC if it is not were subject to Section 13 or 15(d) of the Exchange Act, Act or otherwise permitted to furnish the SEC with certain financial information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information that would be required to be delivered pursuant to Rule 144A(d)(4) under the Securities Actincluded in such reports. Notwithstanding the foregoingAdditionally, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent company of the Issuer is or Borrower becomes a guarantor Guarantor of the Guaranteed ObligationsLoans, the Issuer Borrower may satisfy its obligations under this Section 4.02 9.1 with respect to financial information relating to the Issuer Borrower by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Borrower and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall (x) file with the SEC and (and y) provide the Trustee and Holders with copies thereof, without cost to each Holder, the following information: (a) within 15 90 days after it files them with the end of each fiscal year (or such shorter period as may be required by the SEC): (i) within the time period specified in the SEC’s rules and regulations), annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, and (iib) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such shorter period specified in as may be required by the SEC’s rules and regulations) commencing with the fiscal quarter ending September 30, 2004, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Company shall make available such information to prospective purchasers of SecuritiesNotes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer Issuers would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that. So long as: (i) the Parent Guarantor is a Guarantor (there being no obligation of the Parent Guarantor to do so), holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Company (and performs the related incidental activities associated with such ownership), (ii) the Parent Guarantor complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision), and (iii) the rules and regulations of the SEC permit the Issuer Company and any direct or indirect parent of the Issuer Parent Guarantor to report at such parent entity’s the Parent Guarantor's level on a consolidated basis, and (ii) such parent entity the reports, information and other documents required to be filed and furnished to Holders of the Issuer is not engaged in any business in any material respect other than incidental Notes pursuant to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for may, at the Issuer option of the Company, be filed by and be those of the Parent Guarantor rather than the Company. The Company shall satisfy this Section 4.02. (c) The Issuer shall make such information available also furnish to Holders, securities analysts and prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, request the information required to be delivered pursuant to Rule 144 and Rule 144A(d)(4) under the Securities ActAct (it being acknowledged and agreed that, prior to the first date on which information is required to be provided under this Section 4.02, the information contained in the Offering Memorandum is sufficient for this purpose). Notwithstanding the foregoing, the Issuer will requirements described in this Section 4.02 shall be deemed to have furnished such reports referred to above satisfied prior to the Trustee and commencement of the Holders if Registered Exchange Offer pursuant to the Issuer has filed such reports Registration Rights Agreement or the effectiveness of the Shelf Registration Statement contemplated thereby by the filing with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parentExchange Offer Registration Statement and/or Shelf Registration Statement, and any of their respective Subsidiaries other than the Issuer and its Subsidiariesamendments thereto, on the one hand, and the with such financial information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries that satisfies Regulation S-X of the Issuer on a standalone basis, on the other handSecurities Act. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s 's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers' compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7 hereof) on Officers’ Certificates with respect thereto' Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall be required to file with the SEC (and SEC, or provide the Trustee and the Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):with: (i1) within 90 days (or the successor time period specified then in effect under the SEC’s rules and regulationsExchange Act for a non-accelerated filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each fiscal year, annual reports of the Issuer on Form 10-K (K, or any successor or comparable form; (2) containing the information required to be contained therein within 45 days (or required in such the successor or comparable form), (ii) within the time period specified then in effect under the SEC’s rules and regulationsExchange Act for a non-accelerated filer plus any grace period provided by Rule 12b-25 under the Exchange Act) after the end of each of the first three fiscal quarters of each fiscal year, quarterly reports of the Issuer on Form 10-Q (Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time to time periods specified for filing Current Reports on Form 8-K after the occurrence of an each event that would have been required to be therein reported (and in any event within a Current Report on Form 8-K under the time period specified in Exchange Act if the SEC’s rules and regulations)Issuer had been a reporting company under the Exchange Act, such other current reports on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would ; provided that no such Current Reports shall be required to file with be filed or provided that are not material to the SEC if it were subject to Section 13 interests of Holders in their capacities as such (as determined in good faith by the Issuer) or 15(d) of the Exchange Act; providedbusiness, howeverassets, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filingoperations, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website financial positions or prospects of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersRestricted Subsidiaries, taken as a whole. Notwithstanding the foregoing, (A) none of the foregoing reports shall be required to (i) contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10, 3-16, 13-01 or 13-02 of Regulation S-X promulgated by the SEC or (ii) present any information required by Item 9A of Form 10-K, Items 307 or 308 of Regulation S-K (or, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to case, any successor item or provision in respect thereof) or any other rule or regulation implementing Section 13 or 15(d) 404 of the Exchange Act▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. by Item 402 of Regulation S-K and (bB) In the event that: (i) the rules and regulations of the SEC permit the Issuer and if any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity company of the Issuer is not engaged a Guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of a parent Issuer, rather than those of the Issuer, so long as such filings would otherwise satisfy in any business in any all material respect respects the requirements of clauses (1), (2) or (3) above; provided that if such parent company holds material assets (other than incidental to its ownershipcash, directly or indirectly, of Cash Equivalents and the Capital Stock of the Issuer, Issuer and Restricted Subsidiaries) such consolidated reporting at such parent entity’s level in annual and quarterly reports shall include a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) reasonable explanation of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the material differences between the information relating to the Parent Guarantorassets, or to liabilities and results of operations of such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer parent company and its Subsidiaries, consolidated Subsidiaries on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents reports to the Trustee 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Certificates). (b) Notwithstanding anything herein to the contrary, (A) the Issuer shall not be deemed to have failed to comply with any of its obligations described under this Section 4.03 for purposes of Section 6.01(a)(3) until 60 days after the date any such report is due hereunder and (B) the Issuer shall not be so obligated to file such reports with the SEC (i) if the SEC does not permit such filing and (ii) subject to clause (A) of this sentence, the Issuer makes available the applicable information to prospective purchasers of Notes upon request, in addition to providing such information to the Trustee, in each case, within 15 days after the applicable date the Issuer would be required to file such information pursuant to the first paragraph of this section. To the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect theretothereto at such time and any Default or Event of Default (unless the Notes have been accelerated at such time) with respect thereto shall be deemed to have been cured. (c) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary, then the annual and quarterly information required by Section 4.03(a) shall include information (which need not be audited or reviewed by the Issuer’s auditors) regarding such Unrestricted Subsidiaries substantially comparable to the financial information of the Unrestricted Subsidiaries presented in the Offering Memorandum in the penultimate paragraph under “Summary—Our Company”; provided that no such information shall be required if such financial information is not material compared to the applicable financial information of the Issuer and its Subsidiaries on a consolidated basis or if such Unrestricted Subsidiaries are not material to the Issuer and its Subsidiaries on a consolidated basis. (d) So long as the Notes are outstanding and the reports required to be delivered under this Section 4.03 are not filed with the SEC, the Issuer shall maintain a website (that, at the option of the Issuer, may be password protected) to which Holders, prospective investors, broker-dealers and securities analysts are given access promptly upon request and to which all the reports required by this Section 4.03 are posted. (e) To the extent not satisfied by the reports referred to in Section 4.03(a), the Issuer shall furnish to the Holders, prospective investors, broker-dealers and securities analysts, upon their request, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (f) The Trustee shall have no obligation to determine whether or not such information, documents or reports in this Section have been filed by the Issuer.

Reports and Other Information. (a) Notwithstanding that Regardless of whether the Issuer may not be Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report reports on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall (a) file with the SEC (unless the SEC will not accept such filing), and provide (b) deliver to the Trustee and and, upon written request, the registered Holders with copies thereofof the Notes, without cost to each any Holder, within 15 days from and after it files them with the SEC):Issue Date: (i1) within the time period periods specified in by the SEC’s rules and regulationsExchange Act (including all applicable extension periods), an annual reports report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein in all material respects (or required in such successor or comparable form),; (ii2) within the time period periods specified in by the SEC’s rules and regulationsExchange Act (including all applicable extension periods), reports a quarterly report on Form 10-Q (or any successor or comparable form); and (3) containing the information all current reports that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (or any successor or comparable form), and. (ivb) any other information, documents and other reports which In the Issuer would be event that the Company is not permitted or required to file such reports with the SEC pursuant to the Exchange Act, the Company shall nevertheless deliver to the Trustee and make available such Exchange Act reports to the Holders of the Notes as if it the Company were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act; providedAct within the time periods specified by the Exchange Act applicable to a non-accelerated filer under the SEC’s rules (including all applicable extension periods), however, that the Issuer shall not which requirement may be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including satisfied by posting such reports information on the primary website of the Issuer its website, on Intralinks or its Subsidiaries in addition to providing such information any comparable password-protected online data system which will require a confidentiality acknowledgment (with a copy to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. Trustee). The Company will hold quarterly conference calls (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer avoidance of doubt, the Company’s quarterly earnings call shall satisfy this Section 4.02such requirement) for the Holders and securities analysts to discuss such financial information for the previous reporting period no later than ten Business Days after distribution of such financial information. (c) The Issuer shall make such information available to prospective investors upon request. In addition, to the Issuer extent not satisfied by the foregoing, the Company shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange ActNotes are outstanding, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish make available to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. (d) Delivery of such reports and information to the Trustee is for informational purposes only and the Trustee’s receipt of them will not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). Notwithstanding The Trustee shall have no duty to review or analyze such reports, information or documents. The Trustee shall have no liability or responsibility for the foregoingfiling, timeliness or content of any such reports, information or documents, and the Issuer Trustee shall have no duty to participate in or monitor any conference calls. (e) The Company will be deemed to have furnished such reports referred to above to satisfied the Trustee information and the Holders reporting requirements of this Section 4.03 if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether Company (or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is Company) has filed reports or becomes a guarantor registration statements containing such information with the SEC via the SEC’s Electronic Data Gathering, Analysis and Retrieval system (or any successor system) within the time periods specified above and such reports are publicly available. (f) Notwithstanding the foregoing, such reports and other information required to be provided pursuant to this Section 4.03 may be, rather than those of the Guaranteed ObligationsCompany, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such those of any direct or indirect parent, as applicableparent of the Company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantorsuch parent (and other parent entities included in such information, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiariesif any), on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Company and the other its Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide Parent will make publicly available on its website or furnish to the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulations that are then applicable to Parent (or if Parent is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations, ): (1) all financial information that would be required to be contained in an annual reports report on Form 10-K (K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and a report on the annual financial statements by Parent’s independent registered public accounting firm; (2) containing the all financial information that would be required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section; and (3) containing the information current reports that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be if Parent were required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holdersreports, in each case within 15 days after the time the Issuer would be required to file such information in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on requirements specified in such websiteform. (b) In Parent will be deemed to have furnished to the event that: (i) Trustee the rules reports and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer information referred to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described above in this Section 4.02 for covenant if the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make Parent has posted such reports or information available to prospective investors upon requeston its website or filed them with the SEC. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuers will furnish to the Holders and to securities analysts and prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding The requirements set forth in this paragraph and the foregoingpreceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuers or a third party) to which access will be given to Holders and prospective purchasers of the Notes. (c) If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, and any such Unrestricted Subsidiary is or, taken together with all other Unrestricted Subsidiaries as a whole, would be a Significant Subsidiary, then, to the extent material, the Issuer quarterly and annual financial information required by the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. (d) The Issuers shall use their commercially reasonable efforts to (i) schedule and participate in quarterly conference calls for the Holders and beneficial owners of the Notes (which can be the same as the conference calls held for equity holders of the Parent) to discuss its results of operations and (ii) provide S&P and ▇▇▇▇▇’▇. with information on a periodic basis as S&P or ▇▇▇▇▇’▇, as the case may be, shall reasonably require in order to maintain public ratings of the Notes. (e) To the extent any information is not provided as specified in this Section 4.03 and such information is subsequently provided in accordance with this Indenture, Parent will be deemed to have furnished satisfied its obligations with respect thereto at such reports referred time and any Default with respect thereto shall be deemed to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filingbeen cured. (af) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s, any Guarantor’s or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Officer’s Certificates). (g) The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s, any Guarantor’s or any other Person’s compliance with the covenants described herein or with respect thereto)to any reports, information or other documents posted on a website or filed with the SEC under this Indenture, or participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall file with furnish to the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Trustee: (i) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports for such fiscal year containing the information that would have been required to be contained in an Annual Report on Form 10-K (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; (ii) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, quarterly reports for such fiscal quarter containing the information that would have been required to be contained in a Quarterly Report on Form 10-Q (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; and (iii) promptly from time to time within 15 days after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)regulations for filing Current Reports on Form 8-K, such other current reports containing substantially all of the information that would be required to be filed in a Current Report on Form 8-K under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a)-(c) (or other than compensation information) and Item 9.01 (only to the extent relating to any successor or comparable form), and (iv) any other information, documents and other reports which of the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(dforegoing) of Form 8-K if the Company had been a reporting company under the Exchange Act; provided, however, that (a) no such current reports (or Items thereof or all or a portion of the Issuer shall not financial statements that would have otherwise been required thereby) will be so obligated required to file such reports with the SEC be provided (or included) if the SEC does Company determines in its good faith judgment that such event (or information) is not permit material to holders or the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole, or if the Company determines in its good faith judgment that such filingdisclosure would otherwise cause competitive harm to the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole (in which event such nondisclosure shall be limited only to specific provisions that would cause material harm and not the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website occurrence of the Issuer event itself) and (b) and in no event will any financial statements of an acquired business be required to be included in any such current report; in each case, subject to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Memorandum (including with respect to the omission of financial statements or its Subsidiaries in financial information required by Rules 3-09, 3-10 or 3-16 under Regulation S-X promulgated by the SEC (or any successor provision)), Compensation Discussion and Analysis otherwise required by Regulation S-K Item 402(b), and information otherwise required by Section 302 or 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002. In addition to providing such information to the Trustee Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the Holdersinformation required to be provided pursuant to clauses (i), in each case within 15 days after (ii) and (iii) of this Section 4.02(a) by posting such information to its website or on IntraLinks or any comparable online data system or website. Notwithstanding the time foregoing, the Issuer would Company shall not be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actfurnish any information, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC certificates or reports have been posted on such website.required by Items 307 or 308 of Regulation S-K. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02[Reserved]. (c) The Issuer shall Company will make such information available to prospective investors upon request. In addition, the Issuer shallCompany has agreed that, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoingforegoing provisions of this Section 4.02, the Issuer Company will be deemed to have furnished such reports referred to above to the Trustee and the Holders holders if the Issuer Company has filed such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations. In addition, the Issuer may satisfy its obligations under requirements of this Section 4.02 with respect shall be deemed satisfied by the posting of reports that would be required to financial information relating be provided to the Issuer by furnishing financial information relating to Trustee and the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, holders on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other handCompany’s website. Delivery of such reports, information and documents reports to the Trustee is shall be for informational purposes only and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including any Event of Default or the IssuerCompany’s compliance with any of its the covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)contained in this Indenture.

Reports and Other Information. (a) Notwithstanding that Whether or not the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with will provide to the SEC (Holders and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):following reports: (i) within 90 days after the end of each fiscal year (or such longer period as would be provided by the SEC if the Issuer were then subject to SEC reporting requirements as a non-accelerated filer), an annual report containing: (A) audited annual financial statements of the Issuer and a report thereon from the Issuer’s independent accounting firm; (B) a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section similar in scope to the information required under such caption by Form 10-K of the Exchange Act (which shall include a reasonably detailed description during the most recently completed fiscal quarter of any Permitted Investment in excess of $15.0 million made pursuant to clause (24) of the definition thereof); and (C) until the MYT Completed Disposition occurs, a narrative discussion of the key financial metrics of the MYT Entities consistent with a customary earnings press release; (ii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or such longer period as would be permitted by the SEC if the Issuer were then subject to SEC reporting requirements as a non-accelerated filer), quarterly reports containing: (A) unaudited quarterly financial statements of the Issuer for the fiscal quarter most recently ended and the corresponding fiscal quarter of the prior fiscal year; (B) a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” similar in scope to the information required under such caption by Form 10-Q of the Exchange Act and, in the case of the second and third fiscal quarters, the period from the beginning of such fiscal year to the end of such fiscal quarter (which shall include a reasonably detailed description during the most recently completed fiscal quarter of any Permitted Investment in excess of $15.0 million made pursuant to clause (24) of the definition thereof); and (C) until the MYT Completed Disposition occurs, a narrative discussion of the key financial metrics of the MYT Entities consistent with a customary earnings press release; and (iii) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other for filing current reports on Form 8-K by the SEC, all current reports that would be required to be filed with the SEC on Form 8-K if the Issuer were required to file such reports for any of the following events (A) significant acquisitions or dispositions by the Issuer or its Restricted Subsidiaries or the MYT Entities, (B) the bankruptcy of the Issuer or a Significant Subsidiary or of any of the MYT Entities, (C) the acceleration of any Indebtedness of the Issuer or any Restricted Subsidiary or any of the MYT Entities having a principal amount in excess of $15.0 million, (D) a change in the Issuer’s certifying independent auditor, (E) the appointment or departure of the Chief Executive Officer or Chief Financial Officer (or persons fulfilling similar duties) of the Issuer or any successor of the MYT Operating Entities, (F) non-reliance on previously issued financial statements of the Issuer or comparable form)the MYT Entities, (G) change of control transactions with respect to the Issuer or the MYT Entities, (H) entering into, materially modifying or terminating material contracts of the Issuer or its Restricted Subsidiaries (for the avoidance of doubt, excluding officer employment arrangements) and (I) the incurrence of costs associated with exit or disposal activities by the Issuer, its Restricted Subsidiaries or the MYT Entities; and (iv) any other informationIn addition, documents and other reports which the Issuer would shall provide, in the same manner as the reports described above, copies of all operative Indebtedness Documents (including full and complete schedules and exhibits thereto) with respect to any outstanding Indebtedness of the Issuer and its Restricted Subsidiaries or the MYT Entities whose principal amount (or committed amount) exceeds $25.0 million. The information described in clauses (iii) and (iv) above with respect to the MYT Entities need not be provided after the MYT Completed Disposition occurs. (b) For the avoidance of doubt, notwithstanding the foregoing, (i) the Issuer will not be required to file with furnish any information, certificates or reports required by (A) Section 302, Section 404 or Section 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K or (B) Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC if it were subject with respect to Section 13 any non-generally accepted accounting principles financial measures contained therein, (ii) the reports referred to above will not be required to contain the separate financial statements or 15(dother information contemplated by Rule 3-05, Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X and (iii) of the Exchange Act; provided, however, reports referred to above will not be required to present compensation or beneficial ownership information. (c) At any time that the Issuer shall (and any applicable Parent Entity) is not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information subject to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to reporting requirements of Section 13 or and 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made in lieu of filing such reports with the SEC SEC, the Issuer may make available such information electronically (including by posting to a non-public, password-protected website maintained by the Issuer or reports a third party) to any Holder, any bona fide prospective investor the Notes, any bona fide market maker (or person who intends to be a market maker) in the Note or any bona fide securities analyst, in each case, who provides to the Issuer its email address, employer name and other information reasonably requested by the Issuer. Any Person who requests such financial information from the Issuer or seeks to participate in any conference call required by this covenant will be required to represent to and agree with the Issuer (and by accepting such financial information, such Person will be deemed to have been posted on such website. (brepresented to and agreed with the Issuer) In to the event Issuer’s good faith satisfaction that: (i) it is a Holder, a bona fide prospective investor in the rules and regulations of Notes, a bona fide market maker (or intended market maker) with respect to the SEC permit the Issuer and any direct Notes or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basisbona fide securities analyst, andas applicable; (ii) if it is a prospective purchaser of the Notes, it is (A) a Qualified Institutional Buyer (as defined in Rule 144A of the Securities Act), (B) a non-U.S. Person (as defined in Regulation S under the Securities Act) or (C) an institutional “accredited investor” as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act; (iii) it will not use the information in violation of applicable securities laws or regulations; (iv) it will not communicate the information to any Person and will keep the information confidential; (v) it will use such parent entity information only in connection with evaluating an investment in the Notes (or, if it is a bona fide market maker or intended market maker, only in connection with making a market in the Notes or, if it is a bona fide securities analyst, for preparing analysis for Holders and prospective purchasers of the Notes that otherwise have access to the financial information in compliance with this covenant); and (vi) it (A) will not use such information in any manner intended to compete with the business of the Issuer and (B) is not a Person (which includes such Person’s Affiliates, other than the Affiliates of a bona fide securities research analyst with whom such research analyst does not share such information) that is principally engaged in any or derives a significant portion of its revenues from operating or owning a business which is substantially similar to the business engaged in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for by the Issuer shall satisfy this Section 4.02and its Restricted Subsidiaries on the Issue Date. (cd) The Issuer shall make such information available respond, as promptly as practicable, in good faith, to prospective investors upon request. In addition, any request for access to the Issuer shallwebsite described above. (e) To the extent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject (unless satisfied and discharged or defeased), the Issuer will furnish to Section 13 or 15(d) Holders and prospective purchasers of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investorsNotes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Act (or any successor provision). (f) Notwithstanding the foregoing, the Issuer will financial statements, information, auditors’ reports and other documents required to be deemed to have furnished such reports referred to above to provided as described above, may be, rather than those of the Trustee and the Holders Issuer, those of any Parent Entity; provided that, if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or so furnished relates to such direct or indirect parentParent Entity, as applicable; provided that the same is accompanied by consolidating information that information, which may be posted to the website of the Issuer or on a non-public, password-protected website maintained by the Issuer or a third party, which explains in reasonable detail the differences between the information relating to the such Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its SubsidiariesEntity, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. (g) Issuer will be deemed to have satisfied the reporting requirements of Section 3.2(a) if (i) at any time that the Issuer or any Parent Entity is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or is a voluntary filer, the Issuer or any Parent Entity has filed such reports containing such information (including the information required pursuant to Section 3.2(e), which, for the avoidance of doubt, need not be filed with the SEC via ▇▇▇▇▇ to the extent it is otherwise provided to Holders in accordance with this Section 3.2) with the SEC via the ▇▇▇▇▇ (or successor) filing system or (ii) at any time that the Issuer or any Parent Entity does not file such reports with the SEC via the ▇▇▇▇▇ (or a successor) filing system, the Issuer or any Parent Entity makes such reports available electronically (including by posting to a non-public, password-protected website as provided above) pursuant to this Section 3.2. Notwithstanding the foregoing, the Trustee shall have no obligation to monitor or confirm, on a continuing basis or otherwise, whether the Issuer or any Parent Entity posts such reports, information and documents on any website or the SEC’s ▇▇▇▇▇ service, or to collect any such information from the Issuer’s or any Parent Entity’s website or the SEC’s ▇▇▇▇▇ service. (h) Promptly after the date the annual and quarterly financial information for the prior fiscal period have been furnished pursuant to Section 3.2(a)(i) or Section 3.2(a)(ii), the Issuer will hold a quarterly conference call to review the most recent financial results, which shall also include a discussion of the financial metrics of the MYT Entities and a reasonable question and answer session open to all invited call participants. Prior to the date such conference call is to be held, the Issuer will post to its website or a non-public, password-protected website maintained by the Issuer or a third party an announcement of such quarterly conference call for the benefit of the Trustee, the Holders, beneficial owners of the Notes, prospective purchasers of the Notes, securities analysts and market making financial institutions, which announcement will contain the time and the date of such conference call and direct the recipients thereof to contact an individual at the Issuer (for whom contact information will be provided in such notice) to obtain information on how to access such quarterly conference call; provided that any Person who attends such conference call with the Issuer will be required to represent to and agree with the Issuer (and by attending such conference call, such person will be deemed to have represented and agreed with the Issuer) to clauses (i) through (vi) of Section 3.2(c). (i) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports, information and documents shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerIssuers’, any Parent Entity’s, any Subsidiary Guarantor’s or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates an Officer’s Certificate delivered pursuant to this Indenture). The Trustee shall have no liability or responsibility for the content, filing or timeliness of any report, information or document delivered or filed under or in connection with respect thereto)this Indenture or the transactions contemplated thereunder.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act Act, or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECCommission, the Issuer shall file with will furnish to the SEC (Holders and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Trustee: (i1) within the time period specified in the SEC’s rules all quarterly and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the financial information that would be required to be contained therein in a filing with the Commission on Forms 10-Q and 10-K if the Issuer was required to file such Forms, including a "Management's Discussion and Analysis of Financial Condition and Results of Operations" that describes the financial condition and results of operations of the Issuer and its consolidated Subsidiaries (showing in reasonable detail, either on the face of the financial statements or required in such successor or comparable form), (iithe footnotes thereto and in Management's Discussion and Analysis of Financial Condition and Results of Operations, 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 of the Issuer, if any) and, with respect to the annual information only, a report thereon by the Issuer's certified independent accounts, in each case within the time period periods in which such report would be required to be filed as specified in the SEC’s Commission's rules and regulations, ; and (2) all current reports on Form 10-Q (or any successor or comparable form) containing the information that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports Commission on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which if the Issuer would be was required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holdersreports, in each case within 15 days after the time the Issuer periods in which such report would be required to file such information with be filed as specified in the SEC if it were subject to Section 13 or 15(d) Commission's rules and regulations. In addition, following the consummation of the Registered Exchange ActOffer contemplated by the Registration Rights Agreement, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) not required by the rules and regulations of the SEC permit Commission, the Issuer will file a copy of all such information and any direct or indirect parent of reports with the Issuer to report at Commission for public availability within the time periods specified in the Commission's rules and regulations (unless the Commission will not accept such parent entity’s level on a consolidated basis, and (iifiling) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall and make such information available to securities analysts and prospective investors upon request. In addition, the Issuer shallhas agreed that, for so long as any Securities Notes remain outstanding during any period when outstanding, it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, will furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that Whether or not required by the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by of the SEC, so long as any Loans are outstanding, the Issuer shall file with Parent or the SEC (Company will furnish to the Administrative Agent and provide the Trustee and Holders with copies thereofeach Lender, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, : (i) all quarterly reports on Form 10-Q and annual reports on Form 10-K (or any successor or comparable form) containing the information that would be required to be contained therein (filed with the SEC on such forms if the Parent or the Company were required in to file such successor or comparable form),reports under the Exchange Act; (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other all current reports on Form 8-K that would be required to be filed with the SEC on such form if the Parent or the Company were required to file such reports under the Exchange Act; and (iii) in a footnote to the Parent’s financial statements included in quarterly or annual reports to be filed or furnished pursuant to clauses (i) and (ii) of this paragraph, the financial information required to comply with Rule 3-10 of Regulation S-X under the Securities Act. (b) All such reports will be prepared in all material respects in accordance with all of the rules and regulations applicable to such reports. Each annual report on Form 10-K will include a report on the Company’s consolidated financial statements by the Parent’s certified independent accountants. In addition, the Parent will post the reports on its website within the time periods specified in the rules and regulations applicable to such reports and the Parent will file a copy of each of the reports referred to in clauses (a)(i) and (ii) above with the SEC for public availability within those time periods (unless the SEC will not accept such a filing). The Parent and the Company will be deemed to have delivered such reports referred to above to the Administrative Agent and the Lenders if the Parent has filed such reports with the SEC via the ▇▇▇▇▇ filing system (or any successor or comparable form), andsystem) and such reports are publicly available. (ivc) If at any other informationtime the Parent or the Company is no longer subject to the periodic reporting requirements of the Exchange Act for any reason, documents the Parent or the Company will nevertheless continue filing the reports specified in the preceding paragraphs of this covenant with the SEC within the time periods specified by the SEC for registrants that are non-accelerated filers unless the SEC will not accept such a filing. Neither the Parent nor the Company will take any action for the purpose of causing the SEC not to accept any such filings. If, notwithstanding the foregoing, the SEC will not accept the Parent’s or the Company’s filings for any reason, the Parent or the Company will post the reports referred to in the preceding paragraphs on its website within the time periods that would apply to non-accelerated filers if the Parent or the Company were required to file those reports with the SEC. (d) The Parent agrees that, for so long as any Loan Obligations remain outstanding under this Agreement, it will use commercially reasonable efforts to hold and other participate in quarterly conference calls with the Administrative Agent and the Lenders relating to the financial condition and results of operations of the Parent, the Company and the Restricted Subsidiaries. (e) The quarterly and annual reports and financial information required by the preceding paragraphs will include a Management’s Discussion and Analysis of Financial Condition and Results of Operations (the “MD&A”) of the Parent, which shall include a discussion and analysis of the Issuer would be Company and the Restricted Subsidiaries. If the Board of Directors of the Parent has designated any of the Restricted Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by the preceding paragraphs will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and also in the MD&A of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (f) In addition, the Borrowers and the Guarantors agree that, for so long as any Loan Obligations remain outstanding, if at any time they are not required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; providedreports required by the preceding paragraphs, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, they will furnish to the Holders Administrative Agent and to prospective investors, upon their request, the Lenders the information that would be required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders Act if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filingLoans were securities. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding So long as any Notes are outstanding, the Issuer will provide to the Trustee and, upon request for so long as any Notes are outstanding, the Issuer will provide to the beneficial owners of Notes, a copy of all of the information and reports referred to below; provided, that, in the event that the Issuer may not be subject enters into registration with respect to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECIPO, the Issuer shall file with not be required to disclose any information or take any actions hereunder that, in the SEC (and provide view of the Trustee and Holders with copies thereofIssuer, without cost to each Holder, within 15 days after it files them with would violate the securities laws or the SEC):’s “gun-jumping” rules or otherwise have an adverse effect on the IPO: (i) within one hundred and twenty (120) days after the time period specified end of each fiscal year of the Issuer, the audited consolidated balance sheet and related consolidated statements of operations, stockholders’ equity and cash flows of the Issuer and its Consolidated Subsidiaries as of the end of and for such year, setting forth in each case in comparative form the SEC’s rules figures for the previous fiscal year, all reported on by a firm of independent public accountants registered with the PCAOB (without qualification and regulations, annual reports without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Issuer and its Consolidated Subsidiaries on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required a consolidated basis in such successor or comparable form),accordance with GAAP consistently applied; (ii) within five (5) Business Days of delivery (if any) to Issuer’s stockholders pursuant to the time period specified in Investors Agreement, a draft Annual Budget for the SEC’s rules succeeding calendar year and regulationsany modifications thereto; provided, reports on Form 10-Q (or any successor or comparable form) containing that, such obligation shall cease upon the information required to be contained therein (or required in such successor or comparable form),consummation of an IPO; (iii) promptly from time within sixty (60) days after the end of the first three fiscal quarters of each fiscal year of the Issuer, the consolidated balance sheet and related consolidated statements of operations and cash flows of the Issuer and its Consolidated Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, all certified pursuant to time an Officers’ Certificate as presenting fairly in all material respects the financial condition and results of operations of the Issuer and its Consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes; (iv) concurrently with any delivery of financial statements under clause (i) or (iii) above, an Officers’ Certificate certifying, to such Officer’s knowledge, as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; and (v) within ten (10) Business Days after the occurrence of such an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)event, such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) a current report that contains a brief summary of the Exchange Act; providedmaterial terms, however, that facts and/or circumstances involved to the Issuer shall extent not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers otherwise publicly disclosed: (A) completion of Securities, including by posting such reports on the primary website a merger of the Issuer with or its Subsidiaries in addition to providing such information into another Person or a material acquisition or disposition of assets by the Issuer outside the ordinary course of business or (B) the institution of, or material development under, bankruptcy proceedings under the U.S. Bankruptcy Code or similar proceedings under state or federal law with respect to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such websiteIssuer. (b) In Notwithstanding the event that: foregoing, (i) the rules and regulations Issuer will not be required to deliver any information, certificates or reports that would otherwise be required by (A) Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K, or (B) Item 10(e) of Regulation S-K promulgated by the SEC permit the Issuer with respect to any non-generally accepted accounting principles financial measures contained therein, and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity information will not be required to contain financial information required by Rule 3-09, Rule 3-10 or Rule 3-16 of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02.Regulation S-X. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when neither it nor another Reporting Person is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders holders of the Notes and to prospective investors, upon their requestrequest in writing, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Issuer will be deemed to have furnished delivered such reports information referred to above in this Section 4.02 to the Trustee holders, prospective investors, market makers, securities analysts and the Holders Trustee for all purposes of this Indenture if the Issuer (or, following an IPO, the IPO Issuer) has filed reports containing such reports information with the SEC via the E▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations. In addition, the Issuer may satisfy its obligations under requirements of this Section 4.02 with respect to financial information relating to shall be deemed satisfied and the Issuer by furnishing financial will be deemed to have delivered such information relating referred to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).this

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECSecurities and Exchange Commission, the Issuer Company shall file with the SEC Commission (and provide make available to the Trustee and Holders with copies thereof(without exhibits), without cost to each Holder, within 15 days after it files them with the SECCommission): (i) within the 90 days (or any time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act for a non-accelerated filer) plus any grace period provided by Rule 12b-25 under the Exchange Act, after the end of each fiscal year, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within the 45 days (or any time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act) plus any grace period provided by Rule 12b-25 under the Exchange Act, after the end of each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (or any successor or comparable form) Q, containing the information required to be contained therein (therein, or required in such any successor or comparable form),; (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv) any other information, documents and other reports which the Issuer Company would be required to file with the SEC Commission if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, provided that the Issuer Company shall not be so obligated to file such reports with the SEC Commission if the SEC Commission does not permit such filing, in which event the Issuer Company shall make available such information to prospective purchasers of Securitiesthe Notes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, Holders in each case within 15 days after the time the Issuer Company would be required to file such information with the SEC Commission, if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 IssuerCompany’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoCertificates).

Reports and Other Information. (a) Notwithstanding that If, at any time, the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with the SEC (SEC, subject to the following sentence, and provide the Trustee and Holders with copies thereof, without cost (to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in extent not publicly available on the SEC’s rules and regulations, annual reports on Form 10-K ▇▇▇▇▇ system (or any successor system) or comparable formthe Issuer’s website) containing (and, upon written request, the information required Holders, to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in extent not publicly available on the SEC’s rules and regulations, reports on Form 10-Q ▇▇▇▇▇ system (or any successor system) or comparable formthe Issuer’s website) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents annual and other reports which the Issuer would be required to file with the SEC if it were subject to Section as are specified in Sections 13 or and 15(d) of the Exchange Act; providedAct and applicable to a U.S. corporation subject to such Sections, howeversuch reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, that in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall not be so obligated to file such reports with provide the SEC if the SEC does not permit such filing, in which event the Issuer shall Trustee and make available such information to Holders, prospective purchasers of Securitiesinvestors, including market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on the primary website of the Issuer IntraLinks or its Subsidiaries in addition to providing such information to the Trustee and the Holdersany comparable password-protected online data system, in each case case, within 15 days after the time the Issuer would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, it being understood that (1) none of the Trustee foregoing reports (A) shall have no responsibility whatsoever be required to determine whether any filings have been made comply with Section 302, Section 404 or Section 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports have been posted include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on such websitethe one hand, and the Issuer and its Restricted Subsidiaries on the other hand. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described Notwithstanding anything in this Section 4.02 for Indenture to the contrary, the Issuer shall satisfy not be deemed to have failed to comply with any of its obligations described under this Section 4.024.03 for purposes of Section 6.01(a)(3) until 120 days after the date any report under this Section 4.03 is due. To the extent any such information is not so filed or provided, as applicable, within the time periods specified in Section 4.03(a) and such information is subsequently filed or provided, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default with respect thereto shall be deemed to have been cured at such time; provided that such cure shall not otherwise affect the rights of the Holders under Article VI if Holders of at least 25% in principal amount of the then total outstanding Notes have declared the principal of accrued but unpaid and interest on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. (c) The At any time when the Issuer shall make such information available is not subject to prospective investors upon request. In additionthe reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(dand are “restricted securities” within the meaning of Rule 144(a)(3) of under the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Securities Act, furnish to the Holders and to prospective investors, upon their written request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ad) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee under this Indenture is for informational purposes only and the information and the Trustee’s receipt of such the foregoing shall not constitute constructive notice of any information contained therein therein, or determinable from information contained therein, therein including the Issuer’s compliance with any of its the covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoan Officer’s Certificate). The Trustee shall have no responsibility whatsoever to determine whether any filing or posting referred to in this Section 4.03 has occurred.

Reports and Other Information. (a) Notwithstanding that For so long as any Securities are outstanding, the Issuer may not be subject Company shall deliver to the reporting requirements Trustee a copy of Section 13 or 15(d) all of the Exchange Act or otherwise report on an annual information and quarterly basis on forms provided for such annual and quarterly reporting pursuant reports referred to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC below (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulationsregulations that would apply if the Company were required to file with the SEC as a “non-accelerated filer”; provided that if the Reporting Entity (as defined below) is filing such information and reports with the SEC, within the time periods specified in the SEC rules and regulations for such Reporting Entity): (1) annual reports of the Reporting Entity (as defined below) for such fiscal year containing the information that would have been required to be contained in an annual report on Form 10-K (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; (2) quarterly reports of the Reporting Entity for each of the first three fiscal quarters of each fiscal year thereafter containing the information that would have been required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; and (3) current reports of the Reporting Entity containing substantially all of the information that would be required to be filed in a current report on Form 8-K under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a), (b) and (c) and Item 9.01(a) and (b) (only to the extent relating to any of the foregoing) of Form 8-K if the Reporting Entity had been a reporting company under the Exchange Act. In addition to providing such information to the Trustee, the Company shall make available to the Holders, prospective investors, bona fide market makers and securities analysts the information required to be provided pursuant to the foregoing clauses (1), (2) and (3), by posting such information to its website (or the website of any of the Company’s parent companies, including the Reporting Entity) or on IntraLinks or any comparable online data system or website. Notwithstanding the foregoing, (A) neither the Company nor any Reporting Entity that is not subject to Section 13 or 15(d) of the Exchange Act will be required to deliver any information, certificates or reports that would otherwise be required by (i) Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K or (ii) Item 10(e) of Regulation S-K promulgated by the SEC with respect to any non-generally accepted accounting principles financial measures contained therein and (or required in B) such successor or comparable form), (iii) promptly from time to time after the occurrence of an event reports will not be required to be therein reported (and in any event within the time period specified contain audited or unaudited condensed consolidating financial information in the SEC’s rules and regulations)notes to the audited or unaudited financial statements required by Rule 3-09, such other reports on Rule 3-10 or Rule 3-16 of Regulation S-X or include any exhibits or certifications required by Form 10-K, Form 10-Q or Form 8-K (or any successor or comparable form)forms) or related rules under Regulation S-K; provided that for the avoidance of doubt if the Reporting Entity is not the Company, and (iv) any other information, documents and other reports which the Issuer would such Reporting Entity will continue to be required to file with deliver the SEC if it were subject to Section 13 or 15(dinformation described in clause (2) of Section 4.12(b) in either the Exchange Act; provided, however, that the Issuer shall not be so obligated “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section or other such non-financial statement section of such report or as otherwise permitted pursuant to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(dclause (b) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such websitebelow. (b) In the event that: The financial statements, information and other documents required to be provided as described in this Section 4.12 may be those of (i) the rules and regulations of the SEC permit the Issuer and Company or (ii) any direct or indirect parent of the Issuer Company (any such entity described in clause (i) or (ii), a “Reporting Entity”), so long as in the case of clause (ii) either (1) such direct or indirect parent of the Company shall not conduct, transact or otherwise engage, or commit to report at conduct, transact or otherwise engage, in any business or operations other than its direct or indirect ownership of all of its equity interests in, and its management of, the Company or (2) if otherwise, the financial information so delivered shall be accompanied by (which may be included in a separate supplement that is not filed with the SEC so long as such parent entitysupplement is made publicly available on the Company or the REIT’s level website) a reasonably detailed description of the quantitative differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand, with such reasonably detailed description including: (x) condensed consolidating financial information for the REIT, on an unconsolidated basis, the Operating Partnership, on an unconsolidated basis, the New Bank Claim Borrower and its Subsidiaries on a consolidated basis, and the Company and its Subsidiaries on a consolidated basis, intercompany eliminations and consolidation entries and the REIT and its subsidiaries on a consolidated basis, (iiy) the portfolio level financial information by property category (including by malls, other and total) as contained on slide 31 of Exhibit 99.2 (Presentation to the Ad Hoc Group dated July 2020) to the Current Report on Form 8-K filed by the REIT and the Operating Partnership with the SEC on August 19, 2020 and (z) the occupancy rate and sales per square foot operating statistics by the same property categories used in the preceding clause (y); provided, that in case of clause (x), no such parent entity information shall be required to be provided for any periods ending prior to the Issue Date and in the case of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuerclauses (y) and (z), such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 information shall be provided initially for the Issuer shall satisfy this years ended January 1, 2019, 2020 and 2021 (in each case, to the extent available) and thereafter for the same interim financial statement periods and annual financial statement periods included in the applicable quarterly or annual report required to be provided pursuant to Section 4.024.12(a). (c) The Issuer shall Company will make such information available electronically to prospective investors upon request. In addition, the Issuer The Company shall, for so long as any Securities remain outstanding during any period when it is not or any Reporting Entity is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) Notwithstanding the foregoing, the Issuer Company will be deemed to have furnished delivered such reports and information referred to above in this Section 4.12 to the Trustee Holders, prospective investors, market makers, securities analysts and the Holders Trustee for all purposes of this Indenture if the Issuer Company or another Reporting Entity has filed such reports with the SEC via the E▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available; provided. In addition, howeverthe requirements of this Section 4.12 shall be deemed satisfied and the Company will be deemed to have delivered such reports and information referred to in this Section 4.12 to the Trustee, Holders, prospective investors, market makers and securities analysts for all purposes of this Indenture by the posting of reports and information that would be required to be provided on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity). Notwithstanding the foregoing, the Trustee shall have no obligation to monitor or confirm, on a continuing basis or otherwise, whether the Company posts such reports, information and documents on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity) or the SEC’s ▇▇▇▇▇ service, or collect any such information from the Company’s (or any of the Company’s parent companies’) website or the SEC’s ▇▇▇▇▇ service. The Trustee shall have no liability or responsibility whatsoever to determine whether for the content, filing or not timeliness of any report delivered or filed under or in connection with this Indenture or the Issuer has made such filingtransactions contemplated thereunder. (ae) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.12 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s, any Subsidiary Guarantors’ or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Securities (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates the Officer’s Certificates). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with respect thereto)the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC SEC, or make available either (i) publicly on its website or (ii) by posting to a secure password protected private website providing access to holders of Notes, from and provide after the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Issue Date, (i1) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the case of the foregoing clauses (1) and (2), and (iv) any other information, documents and other reports which the Issuer would such information will only be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information provided to the Trustee and extent similar information is included or incorporated by reference in the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Offering Memorandum. The Trustee shall have no responsibility whatsoever to determine whether such filing or any filings have been made other filing described below has occurred. The filing requirements set forth above for the applicable period may also be satisfied by the Issuer (i) by the filing with the SEC or reports have been posted on of a shelf registration statement, and any amendments thereto, with such website. (b) In the event that: (i) the rules and regulations information that satisfies Regulation S-X of the Securities Act or (ii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, by including in a registration statement filed with the SEC permit quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Form 10-K or 10-Q; provided that, except as set forth in the immediately preceding clause with respect to scope of disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuer’s reporting obligations, or the time periods required therefor, set forth above. The Issuer and will be deemed to have satisfied the requirements of this Section 4.03 if any direct or indirect parent of the Issuer to report at such parent entity’s level (including Parent) files reports, documents and information of the types otherwise so required on a consolidated basis, and (ii) provided that, the same is accompanied by financial information that explains in reasonable detail the differences between the information relating to such direct or indirect parent entity and any of its subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Guarantors and the other Subsidiaries of the Issuer is on a stand-alone basis, on the other hand, unless such differences are not engaged material, in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, which case no such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such consolidating information available to prospective investors upon requestwill be required. In addition, to the extent not satisfied by the foregoing, the Issuer shallagrees that, for so long as any Securities remain outstanding during any period when Notes are outstanding, it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding anything herein to the foregoingcontrary, any failure to comply with this Section 4.03 shall be automatically cured when the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor Issuer, as the case may be, makes available all required reports to the Holders of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)Notes.

Reports and Other Information. (a) Notwithstanding For so long as the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the SEC and make available (without exhibits), without cost, to Holders or to the Trustee for provision to Holders, within the time periods specified in such Sections, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Company’s public website; provided, however, that the Issuer may Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred): (1) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K, or any successor or comparable form, containing the information required to be contained therein, or required in such successor or comparable form; (2) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form; and (3) within the time period then in effect under the rules and regulations of the Exchange Act with respect to the filing of a Form 8-K, after the occurrence of an event required to be therein reported, such other reports on Form 8-K, or any successor or comparable form; in each case, taking into account any extension of time, deemed filing date or safe harbor contemplated or provided by Rule 12b-25, Rule 13a-11(c) and Rule 15d-11(c) under the Exchange Act or successor provisions and in a manner that complies in all material respects with the requirements specified in such form. (b) If, at any time, the Company is not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECany reason, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing Company will nevertheless post the information required to be set forth in the reports specified above (other than (a) separate financial statements or condensed consolidating financial information required by Rule 3-10 or 3-16 of Regulation S-X, (b) information required by Item 10(e) of Regulation S-K or Regulation G under the Securities Act (in each case with respect to any non-GAAP financial measures contained therein therein) and (c) information required by Item 402 or 601 of Regulation S-K) on the Company’s public website and will provide such information to Holders and the Trustee (but will not be required to file such information with the SEC), in such successor or comparable form), (ii) each case within the time period specified in periods that would apply if the Company were required to file such information with the SEC’s rules and regulations; provided that for any such time prior to the Assumption Date, reports the foregoing obligations of the Company will be satisfied if Valvoline has filed with the SEC a Registration Statement on Form 10-Q S-1 containing such required information. (c) For purposes of this Section 4.02, the Company will be deemed to have provided a required report to Holders and the Trustee if it has timely filed such report with the SEC via the ▇▇▇▇▇ filing system (or any successor or comparable formsystem). (d) containing Following the Assumption, notwithstanding the foregoing, if any parent of the Company becomes a Guarantor (there being no obligation of such parent to do so), the reports, information and other documents required to be contained therein filed and provided as described above may, at the option of the Company, be filed by and be those of the parent, rather than those of the Company; provided that such reports include a reasonable explanation of the material differences (or required in if any) between the assets, liabilities and results of operations of such successor or comparable form),parent and its consolidated Subsidiaries, on the one hand, and the Company and its Restricted Subsidiaries, on the other hand. (iiie) promptly from At any time to time after when the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were Company is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information Act and to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is extent not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in satisfied by this Section 4.02 for the Issuer shall satisfy this Section section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are Outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company will furnish to the Holders 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. Notwithstanding For the foregoingavoidance of doubt, this Section 4.02 will not require the Company or the Restricted Subsidiaries to provide or file any information pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and the related rules and regulations of the SEC that would not otherwise be applicable to them. (f) To the extent that any reports or other information is not furnished within the time periods specified in this Section 4.02 and such reports or other information is subsequently furnished prior to the time such failure results in an Event of Default, the Issuer Company will be deemed to have furnished such reports referred satisfied its obligations with respect thereto and any Default with respect thereto shall be deemed to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filingbeen cured. (ag) So long as the Parent Guarantee is in effect, or (b) in the event At any time that any direct or indirect parent of the Issuer is Company’s Subsidiaries are Unrestricted Subsidiaries, if any such Unrestricted Subsidiary or becomes group of Unrestricted Subsidiaries, taken together as one Subsidiary, would constitute a guarantor Significant Subsidiary of the Guaranteed ObligationsCompany, then the Issuer may satisfy its obligations under quarterly and annual financial information required pursuant to this Section 4.02 with respect to will include a reasonably detailed presentation, either on the face of the financial information relating statements or in the footnotes thereto, or in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section, of the financial condition and results of operations of the Company and Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (h) For the avoidance of doubt, prior to the Issuer by furnishing financial information relating 100% Spin-off Transaction or the Proposed IPO, any report delivered pursuant to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that requirements of this Section 4.02 shall include only the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries financial results of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)Valvoline Business.

Reports and Other Information. (a) Notwithstanding that Whether or not required by the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by of the SEC, so long as any Notes are outstanding, the Issuer shall Company will furnish to the holders of Notes, or furnish to the Trustee and cause the Trustee to furnish to the holders of Notes, or file with the SEC (and provide the Trustee and Holders with copies thereoffor public availability, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulations, : (1) all quarterly and annual reports that would be required to be filed with the SEC on Forms 10-Q and 10-K if the Company were required to file such reports, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual information only, a report thereon by the Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company were required to file such reports. All such reports shall be prepared in all material respects in accordance with all of the SEC rules and regulations applicable to such reports. (b) The availability of the foregoing reports on the SEC’s ▇▇▇▇▇ filing system will be deemed to satisfy the foregoing delivery requirements. Notwithstanding the foregoing, the above requirements may be satisfied by the filing with the SEC for public availability by Permian Resources Corporation or another Parent Entity of any Annual Report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulationsK, reports Quarterly Report on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports Current Report on Form 8-K (or any successor or comparable form)K, and (iv) any other information, documents and other reports which containing the Issuer would be required to file information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information respect to the Trustee and the HoldersCompany or Parent Entity, in each case within 15 days after the time the Issuer would be required as applicable, provided that, with respect to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actany Parent Entity other than Permian Resources Corporation, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) any such financial information of such Parent Entity contains information reasonably sufficient to identify the rules material differences, if any, between the financial information of such Parent Entity, on the one hand, and regulations of the SEC permit the Issuer Company and any direct or indirect parent of the Issuer to report at such parent entity’s level its Subsidiaries on a consolidated stand-alone basis, and on the other hand and (ii) such parent entity of the Issuer is Parent Entity does not engaged in any business in any material respect other than incidental to its ownershipown, directly or indirectly, any material business operations that would not be consolidated with the financial results of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02Company and its Subsidiaries. (c) The Issuer Company or a Parent Entity shall make schedule a conference call not more than ten Business Days following the release of each report containing the financial information referred to in Section 4.06(a)(1), to discuss the information contained in such report. The Company or Parent Entity shall be permitted to combine this conference call with any other conference call for other debt or equity holders or lenders of the Company or the Parent Entity. The Company will either publicly announce or otherwise take reasonable steps to notify Holders of Notes about such call and provide them and prospective investors in the Notes with instructions to obtain access to such conference call concurrently with and in the same manner as each delivery of financial statements pursuant to Section 4.06(a). (d) 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 Article 13 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 SX or any schedules required by Regulation S-X, or in each case any successor provisions and (b) such information available shall not be required to prospective investors 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. (e) If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by Section 4.06(a)(1) will include, to the extent material, a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. No certifications or attestations concerning the financial statements or disclosure controls and procedures or internal controls that would otherwise be required pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 will be required, and nothing contained in this Indenture shall otherwise require the Company to comply with the terms of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, in each case, at any time when it would not otherwise be subject to such statute. (f) Any and all Defaults or Events of Default arising from a failure to furnish in a timely manner any report required by this covenant shall be deemed cured (and the Company shall be deemed to be in compliance with this covenant) upon request. In additionfiling or posting such report as contemplated by this covenant (but without regard to the date on which such report is so filed or posted); provided that such cure shall not otherwise affect the rights of the Holders under Article 6 if the principal of, premium, if any, on, and interest on, the Issuer shall, for so long as any Securities remain outstanding during any period when it is Notes have been accelerated in accordance with the terms of this Indenture and such acceleration has not subject been rescinded or cancelled prior to Section 13 or 15(dsuch cure. (g) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, The Company shall furnish to the Holders and to noteholders, prospective investors, broker-dealers and securities analysts, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ah) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such the foregoing shall not constitute actual or constructive knowledge or notice of any information contained therein therein, or determinable from information contained therein, including the IssuerCompany’s compliance with any of its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officers’ Certificates Certificate). The Trustee shall have no duty to monitor or confirm, on a continuing basis or otherwise, the Company’s or any other person’s compliance with respect thereto)any of the covenants under this Indenture, to determine whether the Company posts reports, information or documents on the SEC’s website or otherwise, to collect any such information from the SEC’s website, the Company’s website or otherwise, or to review or analyze reports delivered to it to ensure compliance with the provisions of this Indenture, to ascertain the correctness or otherwise of the information or statements contained therein or to participate in any conference calls.

Reports and Other Information. (a) Notwithstanding that the Issuer MHGE Holdings may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall MHGE Holdings will file with the SEC (and provide the Trustee and Holders holders with copies thereof, without cost to each Holderholder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), ; and (iv) subject to the foregoing, any other information, documents and other reports which the Issuer MHGE Holdings would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer MHGE Holdings shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall MHGE Holdings will make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries Notes in addition to providing such information to the Trustee and the Holdersholders, in each case within 15 days after the time the Issuer MHGE Holdings would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that subject, in the Trustee shall have no responsibility whatsoever case of any such information, certificates or reports provided prior to determine whether any filings have been made the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Memorandum (including with respect to any periodic reports provided prior to effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, the omission of financial information required by Rule 3-10 under Regulation S-X promulgated by the SEC (or reports have been posted any successor provision)). In addition to providing such information to the Trustee, MHGE Holdings shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website. If MHGE Holdings has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such websiteUnrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of MHGE Holdings, then the annual and quarterly information required to be provided by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of MHGE Holdings and its Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) Notwithstanding the foregoing, MHGE Holdings will not be required to furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K prior to the effectiveness of the Exchange Offer Registration Statement or Shelf Registration Statement, as applicable. (c) In the event that: (i) the rules and regulations of the SEC permit the Issuer MHGE Holdings and any direct or indirect parent of the Issuer MHGE Holdings to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of MHGE Holdings, or (ii) any direct or indirect parent of MHGE Holdings is or becomes a Guarantor of the IssuerNotes, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall MHGE Holdings will satisfy this Section 4.02. (c) The Issuer shall , and MHGE Holdings is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating MHGE Holdings by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than MHGE Holdings and its Subsidiaries, on the one hand, and the information relating to MHGE Holdings, the Subsidiary Guarantors and the other Subsidiaries of MHGE Holdings on a standalone basis, on the other hand. In addition, MHGE Holdings will make such information available to prospective investors upon request. . (d) In addition, the Issuer MHGE Holdings shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (e) Notwithstanding the foregoing, the Issuer MHGE Holdings will be deemed to have furnished such the reports referred to above in this Section 4.02 to the Trustee and the Holders holders if the Issuer MHGE Holdings has filed such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided. In addition, howeverthe requirements of this Section 4.02 shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement relating to the Notes or the effectiveness of the Shelf Registration Statement by (1) the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of such Registration Rights Agreement, and any amendments thereto, if such registration statement and/or amendments thereto are filed at times that otherwise satisfy the Trustee shall have no responsibility whatsoever time requirements set forth in Section 4.02(a) and/or (2) the posting of reports that would be required to determine whether be provided to the holders on MHGE Holdings’ website (or not the Issuer has made such filingthat of any of MHGE Holdings’ parent companies). (af) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers’ compliance with any of its their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoCertificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (SEC, or make publicly available on its website, from and provide after the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Issue Date, (i1) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the case of the foregoing clauses (1) and (2), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including is included or incorporated by posting such reports on reference in the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Offering Memorandum. The Trustee shall have no responsibility whatsoever to determine whether such filing or any filings have been made other filing requirement described above has occurred. The filing requirements set forth above for the applicable period may also be satisfied by the Issuer (i) by the filing with the SEC or reports have been posted on of a shelf registration statement, and any amendments thereto, with such website. (b) In the event that: (i) the rules and regulations financial information that satisfies Regulation S-X of the Securities Act or (ii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, by including in a registration statement filed with SEC permit quarterly or annual updates, as applicable, to the applicable disclosures set forth therein and without otherwise satisfying the requirements of Form 10-K or 10-Q; provided that, except as set forth in the immediately preceding clause with respect to scope of disclosure, this paragraph shall not supersede or in any manner suspend or delay the Issuer’s reporting obligations, or the time periods required therefor, set forth above. The Issuer and will be deemed to have satisfied the requirements of this Section 4.03 if any direct or indirect parent of the Issuer to report at such parent entity’s level (including the Parent) files reports, documents and information of the types otherwise so required on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownershipprovided that, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, parent and any of their respective Subsidiaries its subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand, unless such differences are immaterial, in which case no such consolidating information will be required. In addition, to the extent not satisfied by the foregoing, the Issuer agrees that, for so long as any Notes are outstanding, it will furnish to Holders 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. Notwithstanding anything herein to the contrary, any failure to comply with this Section 4.03 shall be automatically cured when the Issuer or any direct or indirect parent of the Issuer, as the case may be, makes available all required reports to the Holders of the Notes. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that So long as any Notes are outstanding hereunder, from and after the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) consummation of the Exchange Act or otherwise report Acquisition on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAcquisition Date, the Issuer shall will file with the SEC (and provide furnish to the Trustee and Holders with holders copies thereofof, without cost to each Holder, within 15 days after it files them with holder) the SEC):following: (i) within the time period periods specified in the SEC’s rules and regulations, an annual reports report with the SEC on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within the time period periods specified in the SEC’s rules and regulations, reports a quarterly report with the SEC on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period periods specified in the SEC’s rules and regulations), such other current reports with the SEC on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which . If the Issuer is no longer subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer will nevertheless continue filing the reports specified in the preceding paragraphs of this covenant with the SEC within the time periods specified above unless the SEC will not accept such a filing. If the SEC will not accept the Issuer’s filings for any reason, the Issuer will furnish the reports referred to in the preceding paragraphs to the Trustee within the time periods that would be apply if the Issuer were required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such those reports with the SEC if SEC. The Issuer will not take any action for the purpose of causing the SEC does not permit to accept any such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in filings. In addition to providing such information to the Trustee and the HoldersTrustee, in each case within 15 days after the time the Issuer would be shall make available the information required to file such information with the SEC if it were subject be provided pursuant to Section 13 or 15(dclauses (i) through (iii) of the Exchange Actabove paragraph, by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have if such information has been posted on such any website. (b) If the Issuer has designated any of its Subsidiaries as an Unrestricted Subsidiary and if any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Issuer, then the annual and quarterly information required by clause (i) of the first paragraph of this covenant shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, 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 such Unrestricted Subsidiaries. (c) In the event that: (i) that the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental shall have the right to satisfy its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described obligations in this Section 4.02 for with respect to financial information relating to the Issuer shall satisfy this Section 4.02by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating financial information that explains in a reasonable level of detail, the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. (cd) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, after the Acquisition Date and for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (e) Notwithstanding the foregoing, the Issuer will be deemed to have furnished such the reports referred to above in this Section 4.02 to the Trustee and the Holders holders if the Issuer has filed such reports with (or furnished such reports to) the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, it being understood that the Trustee shall have no responsibility whatsoever to determine whether or not if such information has been posted on any website. In addition, prior to the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent commencement of the Issuer is Registered Exchange Offer or becomes a guarantor the effectiveness of the Guaranteed Obligationsshelf registration statement relating to the Initial Notes, the Issuer may satisfy its obligations under will be deemed to have furnished the reports referred to in this Section 4.02 with respect to financial information relating to 4.02, notwithstanding that any such reports omit the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any would be required by Section 3-10 of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Regulation S-X. (f) Delivery of such any reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoof the Issuer).

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall file with the SEC (and provide make available to the Trustee and Holders with copies thereofof the Notes (without exhibits), without cost to each any Holder, within 15 days after it the Company files them with the SEC):) from and after the Issue Date, (i1) within the 90 days (or any other time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer) after the end of each fiscal year, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within 45 days after the time period specified in end of each of the SEC’s rules and regulationsfirst three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (iii3) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form), ; and (iv4) any other information, documents and other reports which that the Issuer Company would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; providedin each case, however, in a manner that complies in all material respects with the requirements specified in such form; provided that the Issuer Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Company shall make available such information to prospective purchasers of SecuritiesNotes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersHolders of the Notes, in each case within 15 days after the time the Issuer Company would be required to file such information with the SEC SEC, if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in In the event that any direct or indirect parent company of the Issuer is or Company becomes a guarantor of the Guaranteed ObligationsNotes, the Issuer Company may satisfy its obligations under this Section 4.02 4.03 with respect to financial information relating to the Issuer Company by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicableparent company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Company and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery . (c) Notwithstanding the foregoing, the requirements of such reports, information and documents this Section 4.03 shall be deemed satisfied prior to the Trustee is for informational purposes only commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement (1) by the filing with the SEC of the Exchange Offer Registration Statement or Shelf Registration Statement (or any other registration statement), and any amendments thereto, with such financial information that satisfies Regulation S-X of the TrusteeSecurities Act or (2) by posting reports that would be required to be filed substantially in the form required by the SEC on the Company’s receipt website (or on the website of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as parent companies) or providing such reports to which the Trustee is entitled Trustee, with financial information that satisfied Regulation S-X of the Securities Act, subject to rely exclusively on Officers’ Certificates exceptions consistent with respect thereto)the presentation of financial information in the Offering Circular, to the extent filed within the times specified above.

Reports and Other Information. (a) Notwithstanding For so long as any Notes are outstanding: (i) if the Issuer is subject to the reporting requirements of the securities laws of Canada and is required to file information with one or more securities commissions in Canada (“Canadian Commissions”) pursuant to such laws, the Issuer shall furnish to the Trustee (and the Holders of the Notes and beneficial owners of the Notes, to the extent not otherwise available on the Canadian System for Electronic Document Analysis and Retrieval or the Issuer’s website), as promptly as is reasonably practicable after such information has been filed (which filing shall be made within 15 days after the time periods specified in the Canadian Commissions’ rules and regulations), including the following: (A) all quarterly and annual financial information that the Issuer is required to file pursuant to the securities laws of Canada with the Canadian Commissions, including in each case a “Management’s discussion and analysis of financial condition and results of operations,” annual or interim financial statements, as the case may not be be, and, with respect to the annual information only, an auditor’s report on the annual financial statements by the Issuer’s independent chartered accountants; and (B) all non-confidential material change reports, business acquisition reports, other current reports, financial statements, forms and circulars that the Issuer is required to file with the Canadian Commissions; (ii) if the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with furnish to the SEC Trustee (and provide the Trustee Holders of the Notes and Holders with copies thereofbeneficial owners of the Notes, without cost to each Holderthe extent not otherwise available on the SEC’s Electronic Data Gathering, Analysis and Retrieval system or the Issuer’s website), as promptly as is reasonably practicable after such information has been filed (which filing shall be made within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period periods specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), andincluding the following: (ivA) any other information, documents and other annual reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such containing the information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be that is required to file such information with the SEC if it were subject to Section 13 or 15(d) of be contained in an Annual Report on Form 10-K under the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. including (b1) In the event that: (i) the rules “Management’s discussion and regulations analysis of the SEC permit the Issuer financial condition and any direct or indirect parent results of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).operations,”

Reports and Other Information. (a) Notwithstanding that RGHL or the Issuer Issuers may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall RGHL will file with or furnish to the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them or furnishes them, as the case may be, with the SEC): (i) within the time period specified in the SEC’s rules and regulations, annual reports on Form 1020-K F (or any successor or comparable form applicable to RGHL within the time period for non-accelerated filers to the extent such term is applicable to such form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within 60 days after the time period specified in end of each fiscal quarter, other than the SEC’s rules and regulationsfourth fiscal quarter of any year, reports the information that would be required by a report on Form 10-Q (or any successor or comparable formform applicable to RGHL) containing the information (which information, if RGHL is not required to file reports on Form 10-Q, will be contained therein furnished on Form 6-K (or required in such any successor or comparable formform applicable to RGHL),); and (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable formform applicable to RGHL), and (iv) any other information, documents and other reports which the Issuer information that would be required by a Form 8-K (or any successor or comparable form applicable to RGHL) (which information, if RGHL is not required to file with the SEC if it were subject reports on Form 8-K will be furnished on Form 6-K (or any successor or comparable form applicable to Section 13 or 15(d) of the Exchange ActRGHL)); provided, however, that the Issuer RGHL shall not be so obligated to file or furnish such reports with the SEC if the SEC does not permit such filingfiling or furnishing, in which event RGHL will post the Issuer shall reports specified in the first sentence of this paragraph on its website within the time periods that would apply if RGHL were required to file those reports with the SEC. In addition, RGHL will make available such information to prospective purchasers of SecuritiesSenior Notes, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer RGHL would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act. (a) Notwithstanding the provisions of Section 4.02(a), it being understood that RGHL will be deemed to have filed or furnished such reports referred to above to the Trustee shall have no responsibility whatsoever to determine whether any filings have been made and the Holders if RGHL has filed such reports with the SEC or via the ▇▇▇▇▇ filing system and such reports have been posted on such websiteare publicly available. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so So long as any Securities of the Senior Notes remain outstanding and during any period when it during which RGHL is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g312g 3-2(b) of the Exchange Act, furnish each Issuer will make available to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to by Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, for periods ending after the Issue Date, the Issuer shall file with the SEC (or attempt to file with the SEC if the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files (or attempts to file) them with the SEC):, (i) within the time period periods specified in by the SEC’s rules and regulationsExchange Act for non-accelerated filers, an annual reports report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within the time period periods specified in by the SEC’s rules and regulationsExchange Act for non-accelerated filers, reports a quarterly report on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event all current reports that would be required to be therein reported (and in any event within filed with the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (or any successor or comparable form)K. In addition, and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively (subject to Article 7 hereof) on Officers’ Certificates Certificates). The Trustee shall have no liability or responsibility for the filing, timeliness or content of any such report or information. (b) For so long as the Notes remain outstanding during any period when the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, the Issuer shall furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (c) So long as Affinion Holdings is a Guarantor (or any other Parent of the Issuer becomes a Guarantor) and holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Issuer or of any direct or indirect parent corporation of the Issuer (and performs the related incidental activities associated with respect theretosuch ownership), the reports, information and other documents required to be filed and furnished to Holders and the Trustee pursuant to this Section 4.02 may, at the option of the Issuer, be filed by and be those of Affinion Holdings or such other Parent rather than the Issuer. (d) Notwithstanding the foregoing, the reports, information and other documents that are filed or furnished to holders of the Notes and the Trustee pursuant to this Section 4.02 by the Issuer or Affinion Holdings (or any other Parent of the Issuer that becomes a Guarantor) will not be required to contain (x) separate financial statements of any Subsidiary Guarantor required by Rule 3-10(a)(1) of Regulation S-X promulgated under the Securities Act at any time, (y) separate financial statements of any Subsidiary of the Issuer required by Rule 3-16 of Regulation S-X promulgated under the Securities Act at any time or (z) financial information required by Rule 3-10 of Regulation S-X promulgated under the Securities Act at any time when the conditions for excluding separate financial statements set forth in paragraphs (b), (c), (d), (e), (f) or (g) are not met. (e) Notwithstanding the foregoing, the Issuer shall be deemed to have furnished such reports, information and other documents referred to above to the Trustee and the holders if it has filed such reports, information or other documents with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the SEC, the Issuer shall will file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulations, including extensions of time permitted thereby or obtained thereunder, that are then applicable to the Issuer (or if the Issuer is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations): (1) all financial information that would be required to be contained in an annual reports report on Form 10-K (K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and a report on the annual financial statements by the Issuer’s independent registered public accounting firm; (2) containing the all financial information that would be required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section; and (3) containing the information all current reports that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which if the Issuer would be were required to file such reports; in each case in a manner that complies in all material respects with the SEC if it were subject to requirements specified in such form. (b) Notwithstanding Section 13 or 15(d) of the Exchange Act; provided4.03(a), however, that the Issuer shall will not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event so long as the Issuer shall make provides such information to the Trustee and the Holders and makes available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the HoldersNotes, in each case within 15 days after at the time Issuer’s expense and by the applicable date the Issuer would be required to file such information with the SEC if it were subject pursuant to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon request4.03(a). In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuer will furnish to the Holders and to securities analysts and prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will . (c) The requirements set forth in Sections 4.03(a) and 4.03(b) may be deemed to have furnished satisfied by delivering such reports referred to above information to the Trustee and the Holders if posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuer has filed such reports with or a third party) to which access will be given to Holders and prospective purchasers of the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filingNotes. (ad) So long as the Parent Guarantee is in effect, or (b) in In the event that any direct or indirect parent company of the Issuer is or becomes a guarantor Guarantor of the Guaranteed ObligationsNotes, the Issuer may satisfy its obligations under this Section 4.02 4.03 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand. (e) In addition, the Issuer shall discuss generally the relative total assets and total revenues attributable to the Guarantors in all reports delivered to holders of the Notes pursuant to Sections 4.03(a)(1) or (2) above; provided, however, that for so long as (i) the total assets of the Guarantors (on a consolidated basis, excluding intercompany items) as of the last day of the Issuer’s most recently ended fiscal quarter for which internal financial statements are available exceed 10.0% of the Total Assets as of such date or (ii) the total revenues of the Guarantors (on a consolidated basis, excluding intercompany items) for the most recently ended four quarter period for which internal financial statements are available exceed 10.0% of the Issuer’s and its Restricted Subsidiaries’ total revenues for such period, the Issuer shall provide information substantially as contemplated by Rule 3-10 of Regulation S-X under the Securities Act. (f) Notwithstanding anything herein to the contrary, the Issuer will not be deemed to have failed to comply with any of its agreements set forth under Section 4.03(a) through 4.03(e) for purposes of Section 6.01(a)(3) until 120 days after the date any report is required to be filed with the SEC (or posted on the Issuer’s website or provided to the Trustee) pursuant to this Section 4.03. Delivery of such reports, information and documents to the Trustee under this Section 4.03, as well as any other reports, information and documents required under this Indenture (aside from any report that is expressly the responsibility of the Trustee subject to the terms hereof), 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to conclusively rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates). The Trustee shall have no responsibility or liability for the filing, timeliness or content of any report required under this Section 4.03 or any other reports, information and documents required under this Indenture (aside from any report that is expressly the responsibility of the Trustee subject to the terms hereof).

Reports and Other Information. (a) Notwithstanding that For so long as any Securities are outstanding, the Issuer may not be subject Company shall deliver to the reporting requirements Trustee a copy of Section 13 or 15(d) all of the Exchange Act or otherwise report on an annual information and quarterly basis on forms provided for such annual and quarterly reporting pursuant reports referred to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC below (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulationsregulations that would apply if the Company were required to file with the SEC as a “non-accelerated filer”; provided that if the Reporting Entity (as defined below) is filing such information and reports with the SEC, within the time periods specified in the SEC rules and regulations for such Reporting Entity): (1) annual reports of the Reporting Entity (as defined below) for such fiscal year containing the information that would have been required to be contained in an annual report on Form 10-K (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; (2) quarterly reports of the Reporting Entity for each of the first three fiscal quarters of each fiscal year thereafter containing the information that would have been required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (or any successor or comparable form) if the Reporting Entity had been a reporting company under the Exchange Act, except to the extent permitted to be excluded by the SEC; and (3) current reports of the Reporting Entity containing substantially all of the information that would be required to be filed in a current report on Form 8-K under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a), (b) and (c) and Item 9.01(a) and (b) (only to the extent relating to any of the foregoing) of Form 8-K if the Reporting Entity had been a reporting company under the Exchange Act. In addition to providing such information to the Trustee, the Company shall make available to the Holders, prospective investors, bona fide market makers and securities analysts the information required to be provided pursuant to the foregoing clauses (1), (2) and (3), by posting such information to its website (or the website of any of the Company’s parent companies, including the Reporting Entity) or on IntraLinks or any comparable online data system or website. Notwithstanding the foregoing, (A) neither the Company nor any Reporting Entity that is not subject to Section 13 or 15(d) of the Exchange Act will be required to deliver any information, certificates or reports that would otherwise be required by (i) Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 or 308 of Regulation S-K or (ii) Item 10(e) of ▇▇▇▇-▇▇▇▇-▇▇▇▇ Regulation S-K promulgated by the SEC with respect to any non-generally accepted accounting principles financial measures contained therein and (or required in B) such successor or comparable form), (iii) promptly from time to time after the occurrence of an event reports will not be required to be therein reported (and in any event within the time period specified contain audited or unaudited condensed consolidating financial information in the SEC’s rules and regulations)notes to the audited or unaudited financial statements required by Rule 3-09, such other reports on Rule 3-10 or Rule 3-16 of Regulation S-X or include any exhibits or certifications required by Form 10-K, Form 10-Q or Form 8-K (or any successor or comparable form)forms) or related rules under Regulation S-K; provided that for the avoidance of doubt if the Reporting Entity is not the Company, and (iv) any other information, documents and other reports which the Issuer would such Reporting Entity will continue to be required to file with deliver the SEC if it were subject to Section 13 or 15(dinformation described in clause (2) of Section 4.12(b) in either the Exchange Act; provided, however, that the Issuer shall not be so obligated “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section or other such non-financial statement section of such report or as otherwise permitted pursuant to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(dclause (b) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such websitebelow. (b) In the event that: The financial statements, information and other documents required to be provided as described in this Section 4.12 may be those of (i) the rules and regulations of the SEC permit the Issuer and Company or (ii) any direct or indirect parent of the Issuer Company (any such entity described in clause (i) or (ii), a “Reporting Entity”), so long as in the case of clause (ii) either (1) such direct or indirect parent of the Company shall not conduct, transact or otherwise engage, or commit to report at conduct, transact or otherwise engage, in any business or operations other than its direct or indirect ownership of all of its equity interests in, and its management of, the Company or (2) if otherwise, the financial information so delivered shall be accompanied by (which may be included in a separate supplement that is not filed with the SEC so long as such parent entitysupplement is made publicly available on the Company or the REIT’s level website) a reasonably detailed description of the quantitative differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a standalone basis, on the other hand, with such reasonably detailed description including: (x) condensed consolidating financial information for the REIT, on an unconsolidated basis, the Operating Partnership, on an unconsolidated basis, the New Bank Claim Borrower and its Subsidiaries on a consolidated basis, and the Company and its Subsidiaries on a consolidated basis, intercompany eliminations and consolidation entries and the REIT and its subsidiaries on a consolidated basis, (iiy) the portfolio level financial information by property category (including by malls, other and total) as contained on slide 31 of Exhibit 99.2 (Presentation to the Ad Hoc Group dated July 2020) to the Current Report on Form 8-K filed by the REIT and the Operating Partnership with the SEC on August 19, 2020 and (z) the occupancy rate and sales per square foot operating statistics by the same property categories used in the preceding clause (y); provided, that in case of clause (x), no such parent entity information shall be required to be provided for any periods ending prior to the Issue Date and in the case of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuerclauses (y) and (z), such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 information shall be provided initially for the Issuer shall satisfy this years ended January 1, 2019, 2020 and 2021 (in each case, to the extent available) and thereafter for the same interim financial statement periods and annual financial statement periods included in the applicable quarterly or annual report required to be provided pursuant to Section 4.024.12(a). (c) The Issuer shall Company will make such information available electronically to prospective investors upon request. In addition, the Issuer The Company shall, for so long as any Securities remain outstanding during any period when it is not or any Reporting Entity is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. ▇▇▇▇-▇▇▇▇-▇▇▇▇ (d) Notwithstanding the foregoing, the Issuer Company will be deemed to have furnished delivered such reports and information referred to above in this Section 4.12 to the Trustee Holders, prospective investors, market makers, securities analysts and the Holders Trustee for all purposes of this Indenture if the Issuer Company or another Reporting Entity has filed such reports with the SEC via the E▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available; provided. In addition, howeverthe requirements of this Section 4.12 shall be deemed satisfied and the Company will be deemed to have delivered such reports and information referred to in this Section 4.12 to the Trustee, Holders, prospective investors, market makers and securities analysts for all purposes of this Indenture by the posting of reports and information that would be required to be provided on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity). Notwithstanding the foregoing, the Trustee shall have no obligation to monitor or confirm, on a continuing basis or otherwise, whether the Company posts such reports, information and documents on the Company’s website (or that of any of the Company’s parent companies, including the Reporting Entity) or the SEC’s ▇▇▇▇▇ service, or collect any such information from the Company’s (or any of the Company’s parent companies’) website or the SEC’s ▇▇▇▇▇ service. The Trustee shall have no liability or responsibility whatsoever to determine whether for the content, filing or not timeliness of any report delivered or filed under or in connection with this Indenture or the Issuer has made such filingtransactions contemplated thereunder. (ae) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.12 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s, any Subsidiary Guarantors’ or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Securities (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates the Officer’s Certificates). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with respect thereto)the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein.

Reports and Other Information. (a) Notwithstanding that Whether or not required by the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by of the SEC, so long as any Loans are outstanding, the Issuer shall file with Parent or the SEC (Company will furnish to the Administrative Agent and provide the Trustee and Holders with copies thereofeach Lender, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in the SEC’s rules and regulations, : (i) all quarterly reports on Form 10-Q and annual reports on Form 10-K (or any successor or comparable form) containing the information that would be required to be contained therein (filed with the SEC on such forms if the Parent or the Company were required in to file such successor or comparable form),reports under the Exchange Act; (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other all current reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer that would be required to file be filed with the SEC on such form if it the Parent or the Company were subject required to Section 13 or 15(d) of file such reports under the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, and (iii) in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information a footnote to the Trustee Parent’s financial statements included in quarterly or annual reports to be filed or furnished pursuant to clauses (i) and (ii) of this paragraph, the Holders, in each case within 15 days after the time the Issuer would be financial information required to file such information comply with Rule 3-10 of Regulation S-X under the SEC if it were subject to Section 13 or 15(d) of the Exchange Securities Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) All such reports will be prepared in all material respects in accordance with all of the rules and regulations of applicable to such reports. Each annual report on Form 10-K will include a report on the SEC permit Company’s consolidated financial statements by the Issuer and any direct or indirect parent of the Issuer to report at such parent entityParent’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestcertified independent accountants. In addition, the Issuer shall, for so long as any Securities remain outstanding during any period when it is not subject Parent will post the reports on its website within the time periods specified in the rules and regulations applicable to Section 13 or 15(d) such reports and the Parent will file a copy of each of the Exchange Act, or otherwise permitted reports referred to furnish in clauses (a)(i) and (ii) above with the SEC with certain information pursuant to Rule 12g3-2(b) of for public availability within those time periods (unless the Exchange Act, furnish to SEC will not accept such a filing). The Parent and the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer Company will be deemed to have furnished delivered such reports referred to above to the Trustee Administrative Agent and the Holders Lenders if the Issuer Parent has filed such reports with the SEC via the E▇▇▇▇▇ filing system (or any successor system) and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ac) So If at any time the Parent or the Company is no longer subject to the periodic reporting requirements of the Exchange Act for any reason, the Parent or the Company will nevertheless continue filing the reports specified in the preceding paragraphs of this covenant with the SEC within the time periods specified by the SEC for registrants that are non-accelerated filers unless the SEC will not accept such a filing. Neither the Parent nor the Company will take any action for the purpose of causing the SEC not to accept any such filings. If, notwithstanding the foregoing, the SEC will not accept the Parent’s or the Company’s filings for any reason, the Parent or the Company will post the reports referred to in the preceding paragraphs on its website within the time periods that would apply to non-accelerated filers if the Parent or the Company were required to file those reports with the SEC. (d) The Parent agrees that, for so long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations Loan Obligations remain outstanding under this Section 4.02 Agreement, it will use commercially reasonable efforts to hold and participate in quarterly conference calls with respect to financial information the Administrative Agent and the Lenders relating to the Issuer by furnishing financial condition and results of operations of the Parent, the Company and the Restricted Subsidiaries. (e) The quarterly and annual reports and financial information relating to required by the Parent Guarantorpreceding paragraphs will include a Management’s Discussion and Analysis of Financial Condition and Results of Operations (the “MD&A”) of the Parent, or to such direct or indirect parent, as applicable; provided that which shall include a discussion and analysis of the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, Company and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).Restricted

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s E▇▇▇▇ system or the Company’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or posting or any other filing or posting described below has occurred, or to review or analyze any filings or postings) from and after the Issue Date, (i) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Company shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Company’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer they would be have been required to file such information with the SEC SEC, if it they were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood further, that the Trustee Company shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. For the avoidance of doubt, to the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have no responsibility whatsoever satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to determine whether any filings have been made with cured; provided that such cure shall not otherwise affect the SEC or reports rights of the Holders described under ‎Section 6.01 if Holders of at least 30% in principal amount of the then total outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been posted on rescinded or cancelled prior to such website. (b) cure. In the event that: (i) the rules and regulations of the SEC permit the Issuer and that any direct or indirect parent company of the Issuer Company becomes a Guarantor of the Notes, the Company shall have satisfied its obligations under this ‎‎Section 4.03 by furnishing information relating to report at such parent entity’s level company; provided that, in the case of financial information, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a consolidated standalone basis, and (ii) such parent entity on the other hand. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by this ‎‎Section 4.03 shall include a reasonably detailed presentation, either on the face of the Issuer is not engaged financial statements or in any business the footnotes thereto, and in any material respect other than incidental to its ownership, directly or indirectly, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the Capital Stock financial condition and results of operations of the Issuer, such consolidated reporting at such parent entityCompany and its Restricted Subsidiaries separate from the financial condition and results of operations of the Company’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestUnrestricted Subsidiaries. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers’ compliance with any of its their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (unless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC):, (i) within 90 days after the time end of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under applicable rules of the SEC’s rules and regulations, may be the annual reports report of Intelsat, Ltd. or another Parent of the Issuer) on Form 10-K or 20-F (or any successor or comparable formforms) containing the information required to be contained therein (or required in such successor or comparable form),) and (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC’s rules and regulations, reports may be the quarterly report of Intelsat, Ltd. or another Parent of the Issuer) on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 86-K (or any successor or comparable forms), including a Management’s Discussion and Analysis of Financial Condition and Results of Operations or substantially similar section (whether or not required by such form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such the information required by Section 4.02(a) available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to Holders of the Holders Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (c) Notwithstanding the foregoingforegoing Sections 4.02(a) and (b), the Issuer will be deemed to have furnished such the reports referred to above required by Sections 4.02(a) and (b) to the Trustee and the Holders if it or Intelsat Holdco or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the E▇▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ad) So long as the Parent Guarantee is in effect, or (b) in In the event that any direct or indirect parent Parent of the Issuer is or becomes a guarantor Guarantor or a co-obligor of the Guaranteed ObligationsNotes, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicableParent; provided that if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the such Parent Guarantor, or to such direct or indirect parent, and any of their respective its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Guarantors, if any, and the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. Delivery . (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such reports, information and documents change 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that If, at any time, the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with the SEC (SEC, subject to the following sentence, and provide the Trustee and Holders with copies thereof, without cost (to each Holder, within 15 days after it files them with the SEC): (i) within the time period specified in extent not publicly available on the SEC’s rules and regulations, annual reports on Form 10-K ▇▇▇▇▇ system (or any successor system) or comparable formthe Issuer’s website) containing (and, upon written request, the information required Holders, to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in extent not publicly available on the SEC’s rules and regulations, reports on Form 10-Q ▇▇▇▇▇ system (or any successor system) or comparable formthe Issuer’s website) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other information, documents annual and other reports which the Issuer would be required to file with the SEC if it were subject to Section as are specified in Sections 13 or and 15(d) of the Exchange Act; providedAct and applicable to a U.S. corporation subject to such Sections, howeversuch reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, that in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall not be so obligated to file such reports with provide the SEC if the SEC does not permit such filing, in which event the Issuer shall Trustee and make available such information to Holders, prospective purchasers of Securitiesinvestors, including market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on the primary website of the Issuer IntraLinks or its Subsidiaries in addition to providing such information to the Trustee and the Holdersany comparable password-protected online data system, in each case case, within 15 days after the time the Issuer would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, it being understood that (1) none of the Trustee foregoing reports (A) shall have no responsibility whatsoever be required to determine whether any filings have been made comply with Section 302, Section 404 or Section 906 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports have been posted include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on such websitethe one hand, and the Issuer and its Restricted Subsidiaries on the other hand. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described Notwithstanding anything in this Section 4.02 for Indenture to the contrary, the Issuer shall satisfy not be deemed to have failed to comply with any of its obligations described under this Section 4.024.03 for purposes of Section 6.01(a)(3) until 120 days after the date any report under this Section 4.03 is due. To the extent any such information is not so filed or provided, as applicable, within the time periods specified in Section 4.03(a) and such information is subsequently filed or provided, as applicable, the Issuer shall be deemed to have satisfied its obligations with respect thereto at such time and any Default or Event of Default with respect thereto shall be deemed to have been cured at such time; provided that such cure shall not otherwise affect the rights of the Holders under Article VI if Holders of at least 25% in principal amount of the then total outstanding Notes have declared the principal of accrued but unpaid and interest on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. (c) The At any time when the Issuer shall make such information available is not subject to prospective investors upon request. In additionthe reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(dand are “restricted securities” within the meaning of Rule 144(a)(3) of under the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Securities Act, furnish to the Holders and to prospective investors, upon their written request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (ad) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee under this Indenture is for informational purposes only and the information and the Trustee’s receipt of such the foregoing shall not constitute constructive notice of any information contained therein therein, or determinable from information contained therein, therein including the Issuer’s compliance with any of its the covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates an Officer’s Certificate). The Trustee shall have no responsibility whatsoever to determine whether any filing or posting referred to in this Section 4.03 has occurred. (e) Prior to the Distribution Date, the Issuer will be deemed to be in compliance with respect thereto)the reporting requirements of this Section 4.03 by virtue of the filing of the Form 10.

Reports and Other Information. (a) Notwithstanding that If at any time the Issuer may not be is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SECAct, the Issuer shall file with the SEC Commission (unless the Commission will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holdercost, within 15 days after it files (or attempts to file) them with the SEC):Commission, (i) within the time period specified in the SEC’s rules and regulations, an annual reports report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event all current reports that would be required to be therein reported (and in any event within filed with the time period specified in the SEC’s rules and regulations), such other reports Commission on Form 8-K (or any successor or comparable form), and. (ivb) any other information, documents and other reports which If the Issuer would be required to file with the SEC if it were is not subject to Section 13 or 15(d) the reporting requirements of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that so long as any Notes are Outstanding, the Issuer shall provide to the Trustee and post on the Issuer’s website (which shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that:be publicly accessible): (i) within 45 days after the rules and regulations end of each of the SEC permit first three quarterly periods of each fiscal year of the Issuer, (x) the unaudited consolidated balance sheet as at the end of such quarter and the related unaudited consolidated statements of operations and stockholders’ equity and of cash flows of the Issuer and any direct or indirect parent its consolidated subsidiaries for such quarter, and accompanying notes, prepared in accordance with GAAP and accompanied by management discussion and analysis comparable to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” provided in reports governed by the Issuer to report at such parent entity’s level on a consolidated basis, andExchange Act; (ii) such parent entity reasonably promptly after completion of the Issuer is not engaged audit of the Issuer’s financial statements for any fiscal year, but in any business in any material respect other than incidental to its ownership, directly or indirectly, event within 90 days of the Capital Stock end of each fiscal year of the Issuer, such the audited consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for balance sheet of the Issuer shall satisfy this Section 4.02and its consolidated subsidiaries as at the end of such year and the related audited consolidated statements of operations and stockholders’ equity and of cash flows for such year, and accompanying notes, prepared in accordance with GAAP and accompanied by management discussion and analysis comparable to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” provided in reports governed by the Exchange Act; (iii) within 90 days of the end of each fiscal year of the Issuer, the unaudited balance sheet, statements of operations and stockholders’ equity and of cash flows of (x) the Bank Subsidiary (for so long as the Bank Subsidiary remains a Subsidiary of the Issuer) and (y) the Issuer and all of its other consolidated subsidiaries (excluding the Bank Subsidiary), in each case as at the end of and for such year; and (iv) within the time frame required therefor by Form 8-K under the Exchange Act, the disclosures required of the Issuer by the following Items of Form 8-K: Item 1.03; Item 2.04; Item 2.06; Item 4.01; Item 5.01(a)(1), (2) and (3); Item 5.02(c)(1), and Item 5.02(d)(1), (3) and (4), irrespective of whether the election of directors referred to therein occurs at a meeting of shareholders. (c) The Issuer shall make such information available In addition to prospective investors upon request. In additionthe financial statements and reports referred to in Sections 4.02(a) and (b), the Issuer shallshall provide to the Trustee and post on the Issuer’s website (which shall be publicly accessible) the following information consistent with the reporting periods in 4.02(a) and (b): information on REO Property, Loan Transactions, loan collection, unpaid principal balance and reserves in respect of Loan Assets in such format and in such level of detail as provided in Appendix F to this Indenture; provided, that in no event shall the Issuer be required to provide historical financial statements prepared in accordance with GAAP for so long as any Securities remain outstanding during any period when it is not subject periods prior to Section 13 or 15(d) the filing of the Exchange Act, Bankruptcy Case or otherwise permitted to furnish after the SEC with certain information pursuant to Rule 12g3-2(b) filing of the Exchange Act, furnish Bankruptcy Case and prior to the Holders Issue Date; and to prospective investorsprovided, upon their requestfurther, the information that in no such event shall such Section 4.02(c) reports be required to be delivered pursuant prepare in accordance with GAAP or subject to Rule 144A(d)(4any audit. (d) under the Securities Act. Notwithstanding the foregoing, the Issuer will shall be deemed to have furnished such reports referred to in Section 4.02(a) and (b) above to the Trustee and the Holders if the Issuer it has filed such reports with the SEC Commission via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that or any successor system. The subsequent filing with the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effectand, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligationsif applicable, the Issuer may satisfy its obligations under Commission of any report required by this Section 4.02 with respect shall be deemed to financial information relating automatically cure any Default or Event of Default resulting from the failure to file such report within the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)time period required.

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with Company will furnish to the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Trustee (i) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports for such fiscal year containing the information that would have been required to be contained in an Annual Report on Form 10-K (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; (ii) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, quarterly reports for such fiscal quarter containing the information that would have been required to be contained in a Quarterly Report on Form 10-Q (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; and (iii) promptly from time to time within 15 days after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)regulations for filing Current Reports on Form 8-K, such other current reports containing substantially all of the information that would be required to be filed in a Current Report on Form 8-K under the Exchange Act on the Issue Date pursuant to Items 1, 2 and 4, Items 5.01, 5.02(a)-(c) (or other than compensation information) and Item 9.01 (only to the extent relating to any successor or comparable form), and (iv) any other information, documents and other reports which of the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(dforegoing) of Form 8-K if the Company had been a reporting company under the Exchange Act; provided, however, that no such current reports (or Items thereof or all or a portion of the Issuer financial statements that would have otherwise been required thereby) will be required to be provided (or included) if the Company determines in its good faith judgment that such event (or information) is not material to holders or the business, assets, operations, financial position or prospects of the Company and its Subsidiaries, taken as a whole, or if the Company determines in its good faith judgment that such disclosure would otherwise cause competitive harm to the business, assets, operations, financial position or prospects of the Company and its Subsidiaries, taken as a whole (in which event such nondisclosure shall be limited only to specific provisions that would cause material harm and not the occurrence of the event itself). Notwithstanding the foregoing, (a) such reports shall not be so obligated required to file comply with Section 302, Section 404 or Section 906 of the Sarbanes-Oxley Act of 2002, as amended, or related Items 307, 308 and 308T of Regulation S-K promulgated by the SEC, or Item 10(e), Item 402 and Item 601 of Regulation S-K and information regarding executive compensation and related party disclosure related to SEC Release Nos. 33-8732A and 34-54302A, (b) such reports with the SEC if the SEC does shall not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file comply with Rule 3-09, Rule 3-10, Rule 3-16, Rule 13-01 or Rule 13-02 of Regulation S-X, (c) such information reports shall not be required to comply with the SEC if it were subject to Section 13 or 15(d) any conflict minerals rules of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or similar rules and regulations of any other government agency, (d) such reports have been posted on shall not be required to include financial statements in interactive data format using the eXtensible Business Reporting Language and such website.reports shall be subject to exceptions, exclusions and other differences consistent with the presentation of financial and other information in this offering memorandum and shall not be required to present compensation or beneficial ownership information (b) In addition, the event that: Company will, for so long as any Notes remain outstanding, use its commercially reasonable efforts to hold and participate in quarterly conference calls with the holders of the Notes, beneficial owners of the Notes, bona fide prospective investors, securities analysts and market makers to discuss such financial information no later than 10 Business Days after distribution of such financial information required by clauses (i) and (ii) of Section 4.03(a). If the Company holds a publicly accessible quarterly conference call with its investors, it shall be deemed to satisfy the obligation of the foregoing sentence. (c) For the avoidance of doubt, if the Company files with or furnishes to the SEC (a) an Annual Report on Form 10-K with respect to a fiscal year that complies in all material respects with the rules and regulations of the SEC permit regarding such filing, then such filing shall be deemed to satisfy the Issuer requirements of clause (i) of Section 4.03(a) with respect to the relevant fiscal year; (b) a quarterly report on Form 10-Q with respect to a fiscal quarter that complies in all material respects with the rules and any direct or indirect parent regulations of the Issuer SEC regarding such filing, then such filing shall be deemed to report at such parent entity’s level on a consolidated basis, and satisfy the requirements of clause (ii) such parent entity of Section 4.03(a) with respect to the relevant fiscal quarter; and (c) a current report on Form 8-K with respect to any of the Issuer is not engaged events described in any business clause (iii) of Section 4.03(a) that complies in any all material respect other than incidental to its ownership, directly or indirectly, respects with the rules and regulations of the Capital Stock SEC regarding such filing, then such filing shall be deemed to satisfy the requirements of the Issuer, clause (iii) of Section 4.03(a) with respect to such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02event. (cd) The Issuer shall make Notwithstanding the foregoing, the Company will be deemed to have delivered such reports and information available referred to above to the holders, prospective investors upon requestinvestors, market makers, securities analysts and the trustee for all purposes of this Indenture if the Company has filed such reports with the SEC via the EDGAR filing system (or any successor system) and such reports are publicly available. In addition, the Issuer shallrequirements of this covenant will be deemed satisfied and the Company will be deemed to have delivered such reports and information referred to above to the trustee for all purposes of this Indenture by the posting of reports and information that would be required to be provided on the Company’s website. (e) In addition, the Company agrees that, for so long as any Securities Notes remain outstanding outstanding, during any a period when it in which the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to the Holders and to holders of Notes, beneficial owners of the Notes, bona fide prospective investors, securities analysts and market makers, upon their request, the any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding . (f) Any and all Defaults or Events of Default arising from a failure to furnish or file in a timely manner a report or other information or conduct a conference call required by this Section 4.03 shall be deemed cured (and the foregoing, the Issuer will Company shall be deemed to have furnished be in compliance with this Section 4.03) upon furnishing or filing such reports referred to above report or other information or conducting a conference call as contemplated by this Section 4.03 (but without regard to the Trustee and date on which such report or other information is so furnished or filed); provided that such cure shall not otherwise affect the rights of Holders under Article 6 if the Issuer payment of any Notes has filed such reports been accelerated in accordance with the SEC via the E▇▇▇▇ filing system terms of this Indenture and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever acceleration has not been rescinded or cancelled prior to determine whether or not the Issuer has made such filingcure. (ag) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s, any Guarantor’s or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Officer’s Certificates). The Trustee shall not be obligated to monitor, examine or confirm, on a continuing basis or otherwise, the Company’s, any Guarantor’s or any other Person’s compliance with this Section 4.03 or with respect thereto)to any reports or other documents filed under this Indenture. The Trustee shall have no obligation whatsoever to determine whether reports and information have been posted.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or the Issuer’s public website (provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (ia) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (iib) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iiic) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (ivtaking into account any extension of time, deemed filing date or safe harbor contemplated or provided by Rule 12b-25, Rule 13a-11(c) any other information, documents and other reports which Rule 15d-11(c) under the Issuer would be required to file Exchange Act or successor provisions and in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holdersa website, which may, in each case the Issuer’s sole discretion, be non-public to which Holders are given access, within 15 days after the time the Issuer would be have been required to file such information with the SEC SEC, if it were subject to Section Sections 13 or 15(d) of the Exchange Act, it being understood that . The filing requirements set forth above for the Trustee shall have no responsibility whatsoever applicable period may be satisfied by the Issuer prior to determine whether any filings have been made with the SEC commencement of the Exchange Offer or reports have been posted on such website. (b) In the event that: effectiveness of the Shelf Registration Statement by (i) the rules and regulations posting of such reports or the information required to be set forth therein on the Issuer’s public website (which may include a press release of the Issuer), or (ii) the filing with the SEC permit the Issuer of an Exchange Offer Registration Statement and/or a Shelf Registration Statement, and any direct amendments thereto, with such financial information that satisfies Regulation S-X of the Securities Act; provided that, this paragraph shall not supersede or indirect in any manner suspend or delay the Issuer’s reporting obligations, or the time periods required therefor, set forth above. Notwithstanding the foregoing, if any parent of the Issuer to report at becomes a guarantor of the Notes (there being no obligation of such parent entity’s level on a consolidated basisto do so), and (ii) such parent entity of the Issuer is not engaged in any business in any material respect reports, information and other than incidental documents required to its ownershipbe filed and provided as described above may, directly or indirectly, of at the Capital Stock option of the Issuer, be filed by and be those of the parent, rather than those of the Issuer, so long as such consolidated reporting at filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent entity’s level in a manner consistent with that described in this Section 4.02 for and its consolidated Subsidiaries on the one hand, and the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestand its Restricted Subsidiaries on the other hand. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuer shall furnish to the Holders 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. Notwithstanding For the foregoingavoidance of doubt, this Section 4.03 will not require the Issuer will be deemed or the Restricted Subsidiaries to have furnished such reports referred to above provide or file any information pursuant to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇▇▇▇▇-▇▇▇▇▇ filing system Act of 2002 and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent related rules and regulations of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect SEC that would not otherwise be applicable to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other handthem. 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates an Officer’s Certificate). To the extent that any reports or other information is not furnished within the time periods specified above and such reports or other information is subsequently furnished prior to the time such failure results in an Event of Default, the Issuer will be deemed to have satisfied its obligations with respect thereto)thereto and any Default with respect thereto shall be deemed to have been cured. Prior to the Escrow Release Date, the Issuer will be deemed to be in compliance with the reporting obligations set forth in this Section 4.03 by virtue of filing the Form 10.

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall file with furnish to the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Trustee: (i) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports for such fiscal year containing the information that would have been required to be contained in an Annual Report on Form 10-K (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; (ii) within 15 days after the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, quarterly reports for such fiscal quarter containing the information that would have been required to be contained in a Quarterly Report on Form 10-Q (or any successor or comparable form) containing if the information required Company had been a reporting company under the Exchange Act, except to the extent permitted to be contained therein (or required in such successor or comparable form),excluded by the SEC; and (iii) promptly from time to time within 15 days after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)regulations for filing Current Reports on Form 8-K, such other current reports containing substantially all of the information that would be required to be filed in a Current Report on Form 8-K under the Exchange Act on the Issue Date pursuant to Sections 1, 2 and 4, Items 5.01, 5.02(a)-(c) (or other than compensation information) and Item 9.01 (only to the extent relating to any successor or comparable form), and (iv) any other information, documents and other reports which of the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(dforegoing) of Form 8-K if the Company had been a reporting company under the Exchange Act; provided, however, that (a) no such current reports (or Items thereof or all or a portion of the Issuer shall not financial statements that would have otherwise been required thereby) will be so obligated required to file such reports with the SEC be provided (or included) if the SEC does Company determines in its good faith judgment that such event (or information) is not permit material to holders or the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole, or if the Company determines in its good faith judgment that such filingdisclosure would otherwise cause competitive harm to the business, assets, operations, financial position or prospects of the Company and its Restricted Subsidiaries, taken as a whole (in which event such nondisclosure shall be limited only to specific provisions that would cause material harm and not the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website occurrence of the Issuer event itself) and (b) and in no event will any financial statements of an acquired business be required to be included in any such current report; in each case, subject to exceptions and exclusions consistent with the presentation of financial and other information in the Offering Memorandum (including with respect to the omission of financial statements or its Subsidiaries in financial information required by Rules 3-09, 3-10 or 3-16 under Regulation S-X promulgated by the SEC (or any successor provision)), Compensation Discussion and Analysis otherwise required by Regulation S-K Item 402(b), and information otherwise required by Section 302 or 404 of the Sarbanes-Oxley Act of 2002. In addition to providing such information to the Trustee Trustee, the Company shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the Holdersinformation required to be provided pursuant to clauses (i), in each case within 15 days after (ii) and (iii) of this Section 4.02(a) by posting such information to its website or on IntraLinks or any comparable online data system or website. Notwithstanding the time foregoing, the Issuer would Company shall not be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actfurnish any information, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC certificates or reports have been posted on such website.required by Items 307 or 308 of Regulation S-K. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02[Reserved]. (c) The Issuer shall Company will make such information available to prospective investors upon request. In addition, the Issuer shallCompany has agreed that, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, it will furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoingforegoing provisions of this Section 4.02, the Issuer Company will be deemed to have furnished such reports referred to above to the Trustee and the Holders holders if the Issuer Company has filed such reports with the SEC via the E▇▇▇▇ EDGAR filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations. In addition, the Issuer may satisfy its obligations under requirements of this Section 4.02 with respect shall be deemed satisfied by the posting of reports that would be required to financial information relating be provided to the Issuer by furnishing financial information relating to Trustee and the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, holders on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other handCompany’s website. Delivery of such reports, information and documents reports to the Trustee is shall be for informational purposes only and the Trustee’s receipt of such thereof shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including any Event of Default or the IssuerCompany’s compliance with any of its the covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto)contained in this Indenture.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Parent shall file with the SEC SEC, or make available on its website (which may be on a non-public, password-protected website maintained by Parent or any Restricted Subsidiary to which access will be given to Holders, prospective investors in the Notes and provide securities analysts and market making financial institutions that are reasonably satisfactory to Parent), from and after the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Issue Date, (i1) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the case of the foregoing clauses (1) and (2), and (iv) any other information, documents and other reports which the Issuer would such information will only be required to file be provided to the extent similar information is included or incorporated by reference in the Exchange Offering Memorandum. The filing requirements set forth above for the applicable period may also be satisfied by Parent (i) by the filing (including prior to the Issue Date) with the SEC if it were subject to Section 13 or 15(d) of a shelf registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Exchange Securities Act; provided, howeveror (ii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, that the Issuer shall not be so obligated to file such reports by including in a registration statement filed with the SEC if the SEC does not permit such filingquarterly or annual updates, in which event the Issuer shall make available such information to prospective purchasers of Securitiesas applicable, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee applicable disclosures set forth therein and without otherwise satisfying the Holdersrequirements of Form 10-K or 10-Q; provided that, except as set forth in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and immediately preceding clause (ii) such parent entity with respect to scope of the Issuer is disclosure, this paragraph shall not engaged supersede or in any business in any material respect other than incidental to its ownership, directly manner suspend or indirectly, of the Capital Stock of delay the Issuer’s reporting obligations, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for or the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requesttime periods required therefor, set forth above. In addition, to the Issuer shallextent not satisfied by the foregoing, ▇▇▇▇▇▇ agrees that, for so long as any Securities remain outstanding during any period when Notes are outstanding, it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, will furnish to the Holders 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. Notwithstanding So long as Notes are outstanding the foregoingParent will also: (a) promptly after filing or otherwise delivering to the Trustee the annual and quarterly reports required by clauses (1) and (2) of the first paragraph of this Section 4.03, hold a conference call to discuss such reports and the results of operations for the relevant reporting period (which conference call, for the avoidance of doubt, may be held prior to such time that the annual or quarterly information and reports required by the first paragraph of this covenant are filed or otherwise furnished to Holders); and (b) announce by press release or post to the website of the Parent or any Restricted Subsidiary or on a non-public, password-protected website maintained by Parent, any Restricted Subsidiary or a third party, which may require a confidentiality acknowledgment (but not restrict the recipients of such information from trading securities of Parent or its respective affiliates), prior to the date of the conference call required to be held in accordance with clause (a) of this paragraph, the Issuer time and date of such conference call and either all information necessary to access the call or informing holders of Notes, bona fide prospective investors in the Notes, bona fide market makers in the Notes and bona fide securities analysts (to the extent providing analysis of an investment in the Notes) how they can obtain such information, including, without limitation, the applicable password or other login information; provided that, for the avoidance of doubt, Parent will be deemed to have furnished satisfied the requirements of clause (a) of this paragraph if Parent holds a public earnings call to discuss such reports referred and the results of operations for the relevant reporting period and will be deemed to above have satisfied the requirements of clause (b) of this paragraph if Parent announces any public earnings call on Form 8-K. Any person who requests or accesses such financial information or seeks to participate in any conference calls required by this Section 4.03 will be required to provide its email address, employer name and other information reasonably requested by the Issuer and represent to the Trustee Issuer (to the Issuer’s reasonable good faith satisfaction) that: (1) it is a Holder of the Notes, a beneficial owner of the Notes, a bona fide prospective investor in the Notes, a bona fide market maker in the Notes or a bona fide securities analyst providing an analysis of investment in the Notes; (2) it will not use the information in violation of applicable securities laws or regulations; (3) it will keep such provided information confidential and will not communicate the information to any Person; and (4) it (a) will not use such information in any manner intended to compete with the business of Parent and its Subsidiaries and (b) is not a Person (which includes such Person’s Affiliates) that (i) is principally engaged in a Similar Business or (ii) derives a significant portion of its revenues from operating or owning a Similar Business. Notwithstanding anything herein to the contrary, any failure to comply with this Section 4.03 and any Default or Event of Default resulting from such non-compliance shall be automatically cured when Parent, as the case may be, makes available all required reports to the Holders if of the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Notes. The Trustee shall have no responsibility whatsoever to determine whether such filing or not the Issuer any other filing described below has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other handoccurred. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its the covenants hereunder under this Indenture (as to which the Trustee is entitled to conclusively rely exclusively on Officers’ Certificates with respect theretoan Officer’s Certificate).

Reports and Other Information. (a) Notwithstanding that the Issuer or Holdings may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and or quarterly basis on forms provided for such annual and or quarterly reporting pursuant to the rules and regulations promulgated by the SEC, so long as any Notes are outstanding under this Indenture, Holdings or the Issuer shall file with will furnish to the SEC Trustee: (and provide the Trustee and Holders with copies thereof, without cost to each Holder, 1) within 15 120 days after it files them the end of each fiscal year of Holdings ending after the Issue Date (or if such day is not a Business Day, on the next succeeding Business Day), the financial statements of Holdings for such year prepared in accordance with the SEC): (i) within the time period specified GAAP, together with a report thereon by Holdings’ independent auditors, and a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with respect to such financial statements substantially in the SEC’s rules and regulations, annual reports form which would be included in an Annual Report on Form 10-K (as in effect on the Issue Date) or any successor or comparable form filed with the SEC by Holdings (if Holdings were required to prepare and file such form) but subject to exceptions consistent with the presentation of information in the Offering Memorandum; (2) within 60 days after the end of each of the first three fiscal quarters in each fiscal year of Holdings (or if such day is not a Business Day, on the next succeeding Business Day), beginning with the first such fiscal quarter ending after the Issue Date, the financial statements of Holdings for such quarter prepared in accordance with GAAP, together with a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with respect to such financial statements substantially in the form which would be included in a Quarterly Report on Form 10-Q (as in effect on the Issue Date) or any successor or comparable form filed with the SEC by Holdings (if Holdings were required to prepare and file such form) but subject to exceptions consistent with the presentation of information in the Offering Memorandum; and (3) promptly after the occurrence of any event that would be required to be reported on a Current Report on Form 8-K (as in effect on the Issue Date) or any successor or comparable form (if Holdings were required to prepare and file such form), information that would be required to be included in a Current Report on Form 8-K (as in effect on the Issue Date) or any successor or comparable form (if Holdings were required to prepare and file such form) with respect to such event, but subject to exceptions consistent with the presentation of information in the Offering Memorandum; provided that the foregoing shall not obligate Holdings to make available (i) any information regarding the occurrence of such event if Holdings determines in its reasonable determination that such event that would otherwise be required to be disclosed is not material to the Holders or the business, assets, operations, financial positions or prospects of Holdings and its Restricted Subsidiaries taken as a whole, (ii) an exhibit or a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between Holdings or any of its Subsidiaries and any director, manager or executive officer of Holdings or any of its Subsidiaries, (iii) copies of any agreements, financial statements or other items that would be required to be filed as exhibits to a current report on Form 8-K (as in effect on the Issue Date or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), and (iv) any other trade secrets, privileged or confidential information obtained from another Person and competitively sensitive information, documents and other reports which . Holdings or the Issuer would be required may satisfy the obligation to file deliver the information and reports referred to in clauses (1), (2) and (3) above by filing the same with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestSEC. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities the Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Actunder this Indenture, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Holdings shall furnish to the Holders thereof and to prospective investorsinvestors in such Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under (as in effect on the Issue Date) of the Securities Act. . (b) Notwithstanding the foregoing, Holdings shall not be required to provide (i) segment reporting and disclosure (including any required by FASB Accounting Standards Codification Topic 280), (ii) separate financial statements or other information contemplated by Rules 3-03(e), 3-05, 3-09, 3-10, 3-16 or 4-08 of Regulation S-X (or any successor provisions) or any schedules required by Regulation S-X, (iii) information required by Regulation G under the Issuer will be deemed Exchange Act or Item 10, Item 302, Item 402 or Item 601 of Regulation S-K (or any successor provision), (iv) XBRL exhibits, (v) earnings per share information, (vi) information regarding executive compensation and related party disclosure related to have furnished such reports referred to above SEC Release Nos. 33-8732A, 34-54302A and IC-27444A, and (vii) other information customarily excluded from an offering memorandum, including any information that is not otherwise of the type and form currently included in the Offering Memorandum relating to the Trustee Notes. In addition, notwithstanding the foregoing, Holdings will not be required to (i) comply with Sections 302, 906 and 404 of the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇▇▇▇▇-▇▇▇▇▇ filing system and such Act of 2002, as amended, or (ii) otherwise furnish any information, certificates or reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether required by Items 307 or not the Issuer has made such filing308 of Regulation S-K (or any successor provision). (ac) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee hereunder is for informational purposes only and the information and the Trustee’s receipt of such information and documents pursuant to this Section 4.03 shall not constitute actual or constructive notice of any information contained therein therein, or determinable from information contained therein, therein including Holdings’ or the Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates an Officer’s Certificate). The Trustee shall have no duty to review or analyze reports delivered to it. (d) To the extent any such information is not so filed or furnished, as applicable, within the time periods specified in Section 4.03(a) and such information is subsequently filed or furnished, as applicable, Holdings will be deemed to have satisfied its obligations with respect thereto)thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the rights of the Holders under Section 6.01 hereof if Holders of at least 30.0% in principal amount of the outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. (e) Holdings may satisfy its obligations this Section 4.03 with respect to financial information relating to Holdings by furnishing financial information relating to a Parent Entity; provided that to the extent such information relates to such Parent Entity, if and for so long as such Parent Entity will have Independent Assets or Operations, the same is accompanied by consolidating information (which need not be audited) that explains in reasonable detail the differences between the information relating to such Parent Entity and its Independent Assets or Operations, on the one hand, and the information relating to Holdings and its consolidated Restricted Subsidiaries on a standalone basis, on the other hand. (f) If Holdings has designated any of its Subsidiaries as an Unrestricted Subsidiary and such Unrestricted Subsidiary or group of Unrestricted Subsidiaries, individually or collectively, would constitute a Significant Subsidiary of Holdings, then the annual and quarterly information required by Sections 4.03(a)(1) and (2) will include a presentation of selected financial metrics (in Holdings’ sole discretion) of such Unrestricted Subsidiaries as a group in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” (g) Notwithstanding anything herein to the contrary, Holdings or the Issuer shall not be deemed to have failed to comply with any of its obligations under this Section 4.03 for purposes of Section 6.01(a)(3) until 180 days after the date any report under this Section 4.03 is due. (h) Only after (and for so long as) Holdings ceases to be owned by a publicly listed company, Holdings or the Issuer shall use its commercially reasonable efforts, consistent with its judgment as to what is prudent at the time, to participate in quarterly conference calls (which may be a single conference call together with investors and lenders holding other securities or Indebtedness of Holdings and/or any Parent Entity) to discuss results of operations of Holdings and its Subsidiaries for the fiscal quarter or fiscal year, as applicable, for which financial statements have been provided.

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (unless the SEC will not accept such a filing), and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files or, in the case of a Form 6-K, furnishes (or attempts to file or furnish) them with the SEC):, (i) within 90 days after the time end of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), an annual report (which, if permitted under applicable rules of the SEC’s rules and regulations, may be the annual reports report of Holdings or another Parent of the Issuer) on Form 10-K or 20-F (or any successor or comparable formforms) containing the information required to be contained therein (or required in such successor or comparable form),) and (ii) within 45 days after the time end of each of the first three fiscal quarters of each fiscal year (or such longer period specified in as may be permitted by the SEC if the Issuer were then subject to such SEC reporting requirements as a required filer, voluntary filer or otherwise), a quarterly report (which, if permitted under applicable rules of the SEC’s rules and regulations, reports may be the quarterly report of Holdings or another Parent of the Issuer) on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 86-K (or any successor or comparable forms), including a Management's Discussion and Analysis of Financial Condition and Results of Operations or substantially similar section (whether or not required by such form), and (iv) any other information, documents and other reports which the Issuer would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such the information required by Section 4.02 (a) available to prospective investors upon request. In addition, the Issuer shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Ex- change Act, furnish to Holders of the Holders Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (c) Notwithstanding the foregoingforegoing Sections 4.02(a) and (b), the Issuer will be deemed to have furnished such the reports referred to above required by Sections 4.02(a) and (b) to the Trustee and the Holders if it or Holdings or another Parent of the Issuer has filed (or, in the case of a Form 6-K, furnished) such reports with the SEC via the E▇▇▇▇ EDGAR filing system and such reports are publicly available; provided. In ad▇▇▇▇▇n, howeversuch requirements shall be deemed satisfied prior to the commencement of the exchange offer contemplated by the Registration Rights Agreement or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the Exchange Offer Registration Statement and/or Shelf Registration Statement in accordance with the provisions of the Registration Rights Agreement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Trustee shall have no responsibility whatsoever to determine whether or not Securities Act and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the Issuer has made such filingtime requirements set forth in Section 4.02(a) hereof. (ad) So long as the Parent Guarantee is in effect, or (b) in In the event that any direct or indirect parent Parent of the Issuer is or becomes a guarantor Guarantor or co-obligor of the Guaranteed ObligationsNotes, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to such Parent; PROVIDED that, if required by Regulation S-X under the Parent GuarantorSecurities Act, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the such Parent Guarantor, or to such direct or indirect parent, and any of their respective its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Guarantors, if any, and the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. Delivery . (e) In the event that the Issuer changes its fiscal year end from the fiscal year end used by the Issuer as of the Issue Date, the Issuer shall promptly give notice of such reports, information and documents change 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 Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect thereto).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Parent shall file with the SEC SEC, or make available on its website (which may be on a non-public, password-protected website maintained by Parent or any Restricted Subsidiary to which access will be given to Holders, prospective investors in the Notes and provide securities analysts and market making financial institutions that are reasonably satisfactory to Parent), from and after the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Issue Date, (i1) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii2) within the time period specified (including any applicable grace period) then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii3) promptly from within the time period (including any applicable grace period) then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form; in each case, in a manner that complies in all material respects with the requirements specified in such form; provided that in the case of the foregoing clauses (1) and (2), and (iv) any other information, documents and other reports which the Issuer would such information will only be required to file be provided to the extent similar information is included or incorporated by reference in the Exchange Offer Memorandum. The filing requirements set forth above for the applicable period may also be satisfied by Parent (i) by the filing (including prior to the Issue Date) with the SEC if it were subject to Section 13 or 15(d) of a shelf registration statement, and any amendments thereto, with such financial information that satisfies Regulation S-X of the Exchange Securities Act; provided, howeveror (ii) with respect to its reporting obligations pursuant to clauses (1) and (2) above, that the Issuer shall not be so obligated to file such reports by including in a registration statement filed with the SEC if the SEC does not permit such filingquarterly or annual updates, in which event the Issuer shall make available such information to prospective purchasers of Securitiesas applicable, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee applicable disclosures set forth therein and without otherwise satisfying the Holdersrequirements of Form 10-K or 10-Q; provided that, except as set forth in each case within 15 days after the time the Issuer would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer to report at such parent entity’s level on a consolidated basis, and immediately preceding clause (ii) such parent entity with respect to scope of the Issuer is disclosure, this paragraph shall not engaged supersede or in any business in any material respect other than incidental to its ownership, directly manner suspend or indirectly, of the Capital Stock of delay the Issuer’s reporting obligations, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for or the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requesttime periods required therefor, set forth above. In addition, to the Issuer shallextent not satisfied by the foregoing, Parent agrees that, for so long as any Securities remain outstanding during any period when Notes are outstanding, it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, will furnish to the Holders 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. Notwithstanding So long as Notes are outstanding the foregoingParent will also: (a) promptly after filing or otherwise delivering to the Trustee the annual and quarterly reports required by clauses (1) and (2) of the first paragraph of this Section 4.03, hold a conference call to discuss such reports and the results of operations for the relevant reporting period (which conference call, for the avoidance of doubt, may be held prior to such time that the annual or quarterly information and reports required by the first paragraph of this covenant are filed or otherwise furnished to Holders); and (b) announce by press release or post to the website of the Parent or any Restricted Subsidiary or on a non-public, password-protected website maintained by Parent, any Restricted Subsidiary or a third party, which may require a confidentiality acknowledgment (but not restrict the recipients of such information from trading securities of Parent or its respective affiliates), prior to the date of the conference call required to be held in accordance with clause (a) of this paragraph, the Issuer time and date of such conference call and either all information necessary to access the call or informing holders of Notes, bona fide prospective investors in the Notes, bona fide market makers in the Notes and bona fide securities analysts (to the extent providing analysis of an investment in the Notes) how they can obtain such information, including, without limitation, the applicable password or other login information; provided that, for the avoidance of doubt, Parent will be deemed to have furnished satisfied the requirements of clause (a) of this paragraph if Parent holds a public earnings call to discuss such reports referred and the results of operations for the relevant reporting period and will be deemed to above have satisfied the requirements of clause (b) of this paragraph if Parent announces any public earnings call on Form 8-K. Any person who requests or accesses such financial information or seeks to participate in any conference calls required by this Section 4.03 will be required to provide its email address, employer name and other information reasonably requested by the Issuer and represent to the Trustee Issuer (to the Issuer’s reasonable good faith satisfaction) that: (1) it is a Holder of the Notes, a beneficial owner of the Notes, a bona fide prospective investor in the Notes, a bona fide market maker in the Notes or a bona fide securities analyst providing an analysis of investment in the Notes; (2) it will not use the information in violation of applicable securities laws or regulations; (3) it will keep such provided information confidential and will not communicate the information to any Person; and (4) it (a) will not use such information in any manner intended to compete with the business of Parent and its Subsidiaries and (b) is not a Person (which includes such Person’s Affiliates) that (i) is principally engaged in a Similar Business or (ii) derives a significant portion of its revenues from operating or owning a Similar Business. Notwithstanding anything herein to the contrary, any failure to comply with this Section 4.03 and any Default or Event of Default resulting from such non-compliance shall be automatically cured when Parent, as the case may be, makes available all required reports to the Holders if of the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Notes. The Trustee shall have no responsibility whatsoever to determine whether such filing or not the Issuer any other filing described below has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other handoccurred. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its the covenants hereunder under this Indenture (as to which the Trustee is entitled to conclusively rely exclusively on Officers’ Certificates with respect theretoan Officer’s Certificate).

Reports and Other Information. (a) Notwithstanding that the Issuer Uniti may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Uniti shall file with the SEC (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s ▇▇▇▇▇ system or Uniti’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or any other filing described below has occurred) from and after the Issue Date, (i) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer Uniti shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Uniti shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Uniti’s or another Issuer’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer they would be have been required to file such information with the SEC SEC, if it they were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood further, that Uniti shall not be obligated to include in such reports the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC separate financial statements required by Rule 3-10 or reports have been posted on such website. (b) 3-16 of Regulation S-X. In the event that: (i) the rules and regulations of the SEC permit the Issuer and that any direct or indirect parent company of Uniti becomes a Guarantor of the Issuer Notes, Uniti shall have satisfied its obligations under this Section 4.03 with respect to report at financial information relating to Uniti by furnishing financial information relating to such parent entity’s level company; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Uniti and its Subsidiaries on a consolidated standalone basis, and (ii) such parent entity on the other hand. If Uniti has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by this Section 4.03 shall include a reasonably detailed presentation, either on the face of the Issuer is not engaged financial statements or in any business the footnotes thereto, and in any material respect other than incidental to its ownership, directly or indirectly, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the Capital Stock financial condition and results of operations of Uniti and its Restricted Subsidiaries separate from the Issuer, such consolidated reporting at such parent entityfinancial condition and results of operations of Uniti’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestUnrestricted Subsidiaries. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Uniti shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 Issuer’s Issuers’ compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall Parent will file with the SEC (and upon written request provide the Trustee and Holders holders with copies thereof, without cost to each Holderholder, within 15 5 days after it files them with the SECreceipt of such request): (i) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers, annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (ii) within the time period specified in the SEC’s rules and regulationsregulations for non-accelerated filers (except for any delay permitted by Rule 13 a-13(a) promulgated under the Exchange Act), reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),, except to the extent permitted to be excluded by the SEC; (iii) promptly from time to time after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports on Form 8-K (or any successor or comparable form), except to the extent permitted to be excluded by the SEC; and (iv) subject to the foregoing, any other information, documents and other reports which the Issuer Parent would be required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer Parent shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall Parent will make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries Notes in addition to providing such information to the Trustee and the Holdersholders, in each case case, within 15 days after the time the Issuer Parent would be required to file such information with the SEC if it were subject to Section 13 or 15(d) of the Exchange ActAct as provided above; provided, further, that such reports will not be required to contain the separate financial information for the Parent, the Company or Subsidiary Guarantors contemplated by Rule 3-10, Rule 13-01, Rule 13-02 or Rule 3-16 under Regulation S-X promulgated by the SEC (or any successor provision). In addition to providing such information to the Trustee, the Parent shall make available to the holders, prospective investors, market makers affiliated with any initial purchaser of the Notes and securities analysts the information required to be provided pursuant to the foregoing clauses (i), (ii) and (iii), by posting such information to its website or on IntraLinks or any comparable online data system or website, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have if such information has been posted on any website. If the Parent has designated any Subsidiary as an Unrestricted Subsidiary and if any such websiteUnrestricted Subsidiary or group of Unrestricted Subsidiaries, if taken together as one Subsidiary, would constitute a Significant Subsidiary of the Parent, then the annual and quarterly information required by clauses (i) and (ii) of this Section 4.02(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Parent and the Restricted Subsidiaries separate from the financial condition and results of operations of such Unrestricted Subsidiaries. (b) In the event that: (i) the rules and regulations of the SEC permit the Issuer Parent and any direct or indirect parent of the Issuer Parent to report at such parent entity’s level on a consolidated basis, and (ii) basis and such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock capital stock of the IssuerParent, such consolidated or (ii) any direct or indirect parent of the Parent is or becomes a Guarantor of the Notes, consolidating reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall Parent will satisfy this Section 4.02, and the Parent is permitted to satisfy its obligations in this Section 4.02 with respect to financial information relating to the Parent by furnishing financial information relating to such direct or indirect parent; provided that such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such direct or indirect parent and any of its Subsidiaries other than the Parent and its Subsidiaries, on the one hand, and the information relating to the Parent and its Subsidiaries on a standalone basis, on the other hand. (c) The Issuer shall In addition, the Parent will make such information available to prospective investors upon request. In addition, the Issuer Parent shall, for so long as any Securities Notes remain outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish to the Holders holders of the Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. . (d) [Reserved]. (e) Notwithstanding the foregoing, the Issuer Parent will be deemed to have furnished such the reports referred to above in this Section 4.02 to the Trustee and the Holders holders if the Issuer Parent has filed such reports with the SEC via the E▇▇▇▇▇ filing system (or any successor thereto) and such reports are publicly available; provided, however, it being understood that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer if such information has made such filingbeen posted on any website. (af) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee pursuant to this Section 4.02 is for informational purposes only only, and the Trustee’s receipt of such thereof shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the IssuerParent’s compliance with any of its covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretothe Officer’s Certificates).

Reports and Other Information. (a) Notwithstanding that the Issuer may not be subject Holdings shall furnish to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC):Trustee: (i) within the time period periods specified in by the SEC’s rules and regulationsExchange Act (including all applicable extension periods), an annual reports report on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; (ii) within the time period periods specified in by the SEC’s rules and regulationsExchange Act (including all applicable extension periods), reports a quarterly report on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from time to time after the occurrence of an event all current reports that would be required to be therein reported (and in any event within filed with the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (or any successor or comparable form). With respect to the foregoing, (i) the availability of the reports referred to in clauses (i) through (iii) above on the SEC’s Electronic Data Gathering, Analysis and Retrieval (“▇▇▇▇▇”) system (or any successor system, including the SEC’s Interactive Data Electronic Application system) and Holdings’ public website within the time periods specified above will be deemed to satisfy the above delivery obligation and (ii) prior to the filing of a registration statement for the Notes pursuant to the Registration Rights Agreement, Holdings shall not be required to prepare or file any financial statements or other information or disclosure required pursuant to Rule 3-10 or 3-16 of Regulation S-X (or any successor provision) under the Exchange Act. In the event that Holdings is not required to file such reports with the SEC, the Issuer or Holdings will furnish to the Trustee: (i) within 90 days after the end of each fiscal year of the Issuer or Holdings ending after the Issue Date, the consolidated financial statements of the Issuer or Holdings for such year prepared in accordance with GAAP, together with a report thereon by Holdings’ independent auditors, and a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with respect to such financial statements substantially similar to that which would be included in an annual report on Form 10-K (as in effect on the Issue Date) filed with the SEC by the Issuer or Holdings (if the Issuer or Holdings were required to prepare and file such form); (ii) within 45 days after the end of each of the first three fiscal quarters in each fiscal year of the Issuer or Holdings, beginning with the first such fiscal quarter ending after the Issue Date, the condensed consolidated financial statements of Holdings for such quarter prepared in accordance with GAAP, together with a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with respect to such financial statements substantially similar to that which would be included in a Quarterly Report on Form 10-Q (as in effect on the Issue Date) filed with the SEC by the Issuer or Holdings (if the Issuer or Holdings were required to prepare and file such form); and (iviii) any other information, documents and other reports which information substantially similar to the Issuer information that would be required to file be included in a Current Report on Form 8-K (as in effect on the Issue Date) filed with the SEC by Holdings (if it Holdings were subject required to Section 13 prepare and file such form) pursuant to Item 1.01 (Entry into a Material Definitive Agreement), Item 1.02 (Termination of a Material Definitive Agreement), Item 1.03 (Bankruptcy or 15(dReceivership), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 2.05 (Costs Associated with Exit or Disposal Activities), Item 2.06 (Material Impairments), Item 4.01 (Changes in Registrant’s Certifying Accountants), Item 4.02 (Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review), Item 5.01 (Changes in Control of Registrant) or Items 5.02(b) and (c) (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) of such form, within 15 days after the Exchange Actdate of filing that would have been required for a current report on Form 8-K; provided, however, that no report shall be required to include (1) any exhibits or (2) a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing(or any of its Subsidiaries) and any director, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website manager or executive officer of the Issuer (or any of its Subsidiaries Subsidiaries). With respect to the information referenced in addition clauses (i) and (ii) of the preceding paragraph, it is understood that (x) neither the Issuer nor Holdings shall be required to providing include any consolidating financial information with respect to the Issuer, any Guarantor or any other affiliate of the Issuer, or any separate financial statements or information for the Issuer, any Guarantor or any other Affiliate of the Issuer and (y), if applicable, the Issuer or Holdings shall provide guarantor/non-guarantor financial data consistent with the guarantor/non-guarantor financial data presented in the “Summary—The Offering” section of the Offering Memorandum. None of the information referenced in clauses (i), (ii) and (iii) of the preceding paragraph will be required to comply with Section 302 or Section 404 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, or Item 302 of Regulation S-K or Item 10(e) of Regulation S-K (with respect to any non-GAAP financial measures contained therein) or Item 601 of Regulation S-K (with respect to exhibits), in each case, as in effect on the Issue Date. The requirements set forth in the preceding paragraph may be satisfied by (i) delivering such information electronically to the Trustee and the Holders, in each case within 15 days after the time the Issuer would be required to file (ii) posting copies of such information with on a website (which may be nonpublic and may be maintained by the SEC if it were subject Issuer, Holdings or a third party) to Section 13 or 15(d) which access will be given to Holders and prospective purchasers of the Exchange Act, it being understood Notes (which prospective purchasers will be limited to QIBs or Non-U.S. Persons that certify their status as such to the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on such website. (b) In the event that: (i) the rules and regulations reasonable satisfaction of the SEC permit the Issuer and any direct or indirect parent who acknowledge the confidentiality of the Issuer to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestinformation. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities the Notes remain outstanding during any period when it is not subject to this Section 13 or 15(d) of the Exchange Act4.03(a), or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, furnish Holdings has agreed that it will make available to the Holders and to prospective investorsinvestors in such Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) (as in effect on the Issue Date) of the Securities Act so long as the Notes are not freely transferable under the Securities Act. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in Together with the event that any direct or indirect parent delivery of the Issuer is or becomes a guarantor reports specified in clauses (i) and (ii) of the Guaranteed Obligations, the Issuer may satisfy its obligations under this first or third paragraph of Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent4.03(a), as applicable; provided that the same is accompanied by , Holdings will deliver either (x) consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its SubsidiariesHoldings, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors Issuer and the other its Restricted Subsidiaries of the Issuer on a standalone basis, on the other hand, or (y) a statement that there are no material differences between the financial condition and results of operations as shown on such financial statements of Holdings and those that would have been shown on the analogous financial statements of the Issuer and its Restricted Subsidiaries, except for those directly related to the ownership of the Equity Interests of the Issuer and its Restricted Subsidiaries. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, and the Unrestricted Subsidiaries taken together would constitute a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.03 shall include a report summarizing the financial condition and results of operations of the Issuer and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (c) For purposes of this Section 4.03, Holdings will be deemed to have furnished the reports to the Trustee and the holders of Notes as required by this Section 4.03 if it has filed such reports with the SEC via the ▇▇▇▇▇ filing system and such reports are publicly available or by (i) delivering such information electronically to the Trustee and (ii) posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuer, Holdings or a third party) to which access will be given to Holders and prospective purchasers of the Notes (which prospective purchasers will be limited to QIBs or Non-U.S. Persons that certify their status as such to the reasonable satisfaction of the Issuer and who acknowledge the confidentiality of the information. The Trustee has no duty to monitor Holdings’ compliance with this Section 4.03. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports shall not constitute actual or constructive notice or knowledge of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder under the Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Officer’s Certificates). (d) Holdings may satisfy its obligations in this Section 4.03 with respect theretoto the financial information relating to Holdings by furnishing financial information relating to the Issuer or any other direct or indirect parent company of the Issuer; provided that, if financial information is furnished with respect to another parent company, such parent company (x) guarantees the Notes (which shall be permitted, subject to compliance with the Indenture, at any time, at the Issuer’s sole discretion) or (y) delivers the reports specified in the first or third paragraph of Section 4.03(a), as applicable, and in either case, as applicable, such financial information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Issuer and its Restricted Subsidiaries on a standalone basis, on the other hand. The obligations under this Section 4.03 may be satisfied by having the Issuer or such parent file reports containing the information contemplated hereby within the timeframes contemplated hereunder with the SEC, if applicable. (e) Notwithstanding anything herein to the contrary, the Issuer shall not be deemed to have failed to comply with any of its obligations hereunder for purposes of Section 6.01(a)(3) until 120 days after the date any report hereunder is due.

Reports and Other Information. (a) Notwithstanding that the Issuer Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, the Issuer Company shall file with the SEC or otherwise make available on a website (and provide the Trustee and Holders with copies thereofmake available (without exhibits), without cost cost, to each Holder(i) Holders of the Notes, upon their request, and (ii) the Trustee, within 15 days after it files them such reports and information with the SEC):, to the extent not publicly available on the SEC’s E▇▇▇▇ system or the Company’s public website, provided, however, that the Trustee shall have no responsibility whatsoever to determine whether such filing or posting or any other filing or posting described below has occurred, or to review or analyze any filings or postings) from and after the Issue Date, (i) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-K by a non-accelerated filer, annual reports on Form 10-K (K, or any successor or comparable form) , containing the information required to be contained therein (therein, or required in such successor or comparable form),; (ii) within the time period specified then in effect under the SEC’s rules and regulationsregulations of the Exchange Act with respect to the filing of a Form 10-Q by a non-accelerated filer, for each of the first three fiscal quarters of each fiscal year, reports on Form 10-Q (containing all quarterly information that would be required to be contained in Form 10-Q, or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form),; and (iii) promptly from within the time period then in effect under the rules and regulations of the Exchange Act with respect to time the filing of a Form 8-K, after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations)reported, such other reports on Form 8-K (K, or any successor or comparable form); in each case, and (iv) any other information, documents and other reports which the Issuer would be required to file in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Actrequirements specified in such form; provided, however, provided that the Issuer Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer Company shall make available such information to prospective purchasers of Securities, including by posting post such reports on the primary Company’s public website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Issuer they would be have been required to file such information with the SEC SEC, if it they were subject to Section Sections 13 or 15(d) of the Exchange Act; provided, it being understood further, that the Trustee Company shall not be obligated to include in such reports the separate financial statements required by Rule 3-10 or 3-16 of Regulation S-X. For the avoidance of doubt, to the extent any such information is not so filed or furnished, as applicable, within the time periods specified above and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have no responsibility whatsoever satisfied its obligations with respect thereto at such time and any Default with respect thereto shall be deemed to determine whether any filings have been made with cured; provided that such cure shall not otherwise affect the SEC or reports rights of the Holders described under Section 6.01 if Holders of at least 30% in principal amount of the then total outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been posted on rescinded or cancelled prior to such website. (b) cure. In the event that: (i) the rules and regulations of the SEC permit the Issuer and that any direct or indirect parent company of the Issuer Company becomes a Guarantor of the Notes, the Company shall have satisfied its obligations under this ‎Section 4.03 by furnishing information relating to report at such parent entity’s level company; provided that, in the case of financial information, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Subsidiaries on a consolidated standalone basis, and (ii) such parent entity on the other hand. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by this ‎Section 4.03 shall include a reasonably detailed presentation, either on the face of the Issuer is not engaged financial statements or in any business the footnotes thereto, and in any material respect other than incidental to its ownership, directly or indirectly, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the Capital Stock financial condition and results of operations of the Issuer, such consolidated reporting at such parent entityCompany and its Restricted Subsidiaries separate from the financial condition and results of operations of the Company’s level in a manner consistent with that described in this Section 4.02 for the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make such information available to prospective investors upon requestUnrestricted Subsidiaries. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain Notes are outstanding during any period when it is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Company shall furnish to the Holders 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. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filing. (a) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. 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 actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s Issuers’ compliance with any of its their covenants hereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates Officer’s Certificates). The Trustee will not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with respect thereto)this Section 4.03 or to determine whether such reports, information or documents have been posted on any website or filed with the SEC.

Reports and Other Information. (a) Notwithstanding that the Issuer Parent may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the SEC, the Issuer shall file with the SEC (and provide Parent will make publicly available on its website or furnish to the Trustee and Holders with copies thereof, without cost to each Holder, within 15 days after it files them with the SEC): (i) within the time period periods specified in the SEC’s rules and regulations that are then applicable to Parent (or if Parent is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations, ): (1) all financial information that would be required to be contained in an annual reports report on Form 10-K (K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and a report on the annual financial statements by ▇▇▇▇▇▇’s independent registered public accounting firm; (2) containing the all financial information that would be required to be contained therein (or required in such successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports a quarterly report on Form 10-Q (Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section; and (3) containing the information all current reports that would be required to be contained therein (or required in such successor or comparable form), (iii) promptly from time to time after filed with the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations), such other reports SEC on Form 8-K (K, or any successor or comparable form), and (iv) any other information, documents and other reports which the Issuer would be if Parent were required to file with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act; provided, however, that the Issuer shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Issuer shall make available such information to prospective purchasers of Securities, including by posting such reports on the primary website of the Issuer or its Subsidiaries in addition to providing such information to the Trustee and the Holdersreports, in each case within 15 days after the time the Issuer would be required to file such information in a manner that complies in all material respects with the SEC if it were subject to Section 13 or 15(d) of the Exchange Act, it being understood that the Trustee shall have no responsibility whatsoever to determine whether any filings have been made with the SEC or reports have been posted on requirements specified in such websiteform. (b) In Parent will be deemed to have furnished to the event that: (i) Trustee the rules reports and regulations of the SEC permit the Issuer and any direct or indirect parent of the Issuer information referred to report at such parent entity’s level on a consolidated basis, and (ii) such parent entity of the Issuer is not engaged in any business in any material respect other than incidental to its ownership, directly or indirectly, of the Capital Stock of the Issuer, such consolidated reporting at such parent entity’s level in a manner consistent with that described above in this Section 4.02 for covenant if the Issuer shall satisfy this Section 4.02. (c) The Issuer shall make Parent has posted such reports or information available to prospective investors upon requeston its ​ ​ website or filed them with the SEC. In addition, to the Issuer shallextent not satisfied by the foregoing, for so long as any Securities remain outstanding during any period when it is not subject to Section 13 or 15(d) of Notes are outstanding, the Exchange Act, or otherwise permitted to furnish the SEC with certain information pursuant to Rule 12g3-2(b) of the Exchange Act, Issuers will furnish to the Holders and to securities analysts and prospective investorspurchasers of the Notes, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding The requirements set forth in this paragraph and the foregoingpreceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuers or a third party) to which access will be given to Holders and prospective purchasers of the Notes. (c) If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, and any such Unrestricted Subsidiary is or, taken together with all other Unrestricted Subsidiaries as a whole, would be a Significant Subsidiary, then, to the extent material, the Issuer quarterly and annual financial information required by the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. (d) If at any time the Parent is not subject to the periodic reporting obligations under Sections 13 or 15(d) under the Exchange Act, Parent will use its commercially reasonable efforts to schedule and participate in quarterly conference calls for the Holders and beneficial owners of the Notes (which can be the same as the conference calls held for equity holders of the Parent) to discuss its results of operations. (e) To the extent any information is not provided as specified in this Section 4.03 and such information is subsequently provided in accordance with this Indenture, Parent will be deemed to have furnished satisfied its obligations with respect thereto at such reports referred time and any Default with respect thereto shall be deemed to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the E▇▇▇▇ filing system and such reports are publicly available; provided, however, that the Trustee shall have no responsibility whatsoever to determine whether or not the Issuer has made such filingbeen cured. (af) So long as the Parent Guarantee is in effect, or (b) in the event that any direct or indirect parent of the Issuer is or becomes a guarantor of the Guaranteed Obligations, the Issuer may satisfy its obligations under this Section 4.02 with respect to financial information relating to the Issuer by furnishing financial information relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to the Parent Guarantor, or to such direct or indirect parent, and any of their respective Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s its receipt of such reports, information and documents shall not constitute actual or constructive knowledge or notice of any information contained therein or determinable from information contained therein, including the IssuerCompany’s, any Guarantor’s or any other Person’s compliance with any of its covenants hereunder under this Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates with respect theretoOfficer’s Certificates). (g) The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s, any Guarantor’s or any other Person’s compliance with the covenants described herein or to determine whether any such reports, information or other documents are posted on a website or filed with the SEC under this Indenture, or to participate in any conference calls.