Common use of Requested Information Clause in Contracts

Requested Information. With reasonable promptness, such other data and information as any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee may reasonably request. Without limiting the foregoing, the Parent will permit each holder of the then outstanding Notes (or such Persons as any such holder may designate), to visit and inspect, under the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent shall not be required to pay or reimburse any holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf of the Parent (including, without limitation, any such information provided pursuant to this Section 5.18) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:

Requested Information. With reasonable promptness, such other data and Such additional information as you or any such holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee may reasonably requestrequest concerning the Company. Without limiting the foregoing, the Parent Company will permit you, so long as you are the holder of any Note, and each institutional holder of the then outstanding Notes (or such Persons as any either you or such holder may designate), to visit and inspect, under the ParentCompany's guidance, any of to visit the properties of the Parent or any Restricted Subsidiary, Company at its corporate headquarters and to examine all of their the books of account, records, reports and other paperspapers of the Company, to make copies and extracts therefrom as is reasonably necessary for the purposes hereof, and to discuss their respective its affairs, finances and accounts with their respective officers, employees, its officers and independent public accountants (and by this provision the Parent Company authorizes said accountants to discuss with such holders you the finances and affairs of the Parent and its Restricted SubsidiariesCompany) all at such reasonable times and as often as may be reasonably requested. The Parent Any information obtained by you or such other holder from such examination or discussion will be treated as confidential unless and until such information has been publicly disclosed by the Company; PROVIDED, HOWEVER, that nothing herein contained shall not be limit or impair the right or obligation of yourself or such other holder to disclose such information when required by law or to pay appropriate regulatory authorities having jurisdiction over your or reimburse any its affairs (including, in all events, to proposed transferees of the Notes and to proposed purchasers of the assets of a holder of Notes for any expenses which such holder may incur Notes) or to use the same in connection with any the enforcement of the terms and conditions of this Agreement. Any visitation shall be at your sole expense or the sole expense of such visitation or inspection, except that if such visitation or inspection is made during any period when a institutional holder unless an Event of Default or an event which with the lapse of time or giving of notice and lapse of time would become an Event of Default shall have occurred and be continuing, the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf of the Parent (including, without limitationin which case, any such information provided pursuant to this Section 5.18) which the Parent visitation or any Person acting on its behalf designates in writing inspection shall be at the time sole expense of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:Company.

Requested Information. With reasonable promptness, such other data and information as you or any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee such Institutional Holder may reasonably request. Without limiting the foregoing, the Parent Constituent Companies will permit each you, so long as you are the holder of any Note, and each Institutional Holder of 5% or more of the aggregate principal amount of the Notes then outstanding Notes (or such Persons as any either you or such holder Institutional Holder may reasonably designate), to visit and inspect, under the Parent's Constituent Companies' guidance, any of the properties of the Parent any Constituent Company or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and and, upon notification to the Chief Financial Officer of the Parent, independent public accountants (and by this provision the Parent each Constituent Company authorizes said accountants to discuss with such holders you the finances and affairs of the Parent such Constituent Company and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Any visitation shall not be required to pay at the sole expense of you or reimburse any holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspectionInstitutional Holder, except that if such visitation or inspection is made during any period when unless a Default or an Event of Default shall have occurred and be continuing, continuing or the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential of any information from time to time supplied to it by Note or on behalf of any other evidence of Indebtedness of the Parent (includingConstituent Companies or any Subsidiary gives any written notice or takes any other action with respect to a claimed default, without limitationin which case, any such information provided pursuant to this Section 5.18) which the Parent visitation or any Person acting on its behalf designates in writing inspection shall be at the time sole expense of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:Constituent Companies.

Requested Information. With reasonable promptness, such other data and information as you or any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee such Institutional Holder may reasonably request. Without limiting the foregoing, the Parent Company will permit you, so long as you are the holder of any Note, and each holder Institutional Holder of not less than $1,000,000 principal amount of the then outstanding Notes (or such Persons as any either you or such holder Institutional Holder may designate), to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent Company authorizes said accountants to discuss with such holders you the finances and affairs of the Parent Company and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to promptly upon demand pay or reimburse any such holder of Notes for any all expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during the continuance of any period when a Default or an Event of Default shall Default. The Company has made available to you financial statements, documents and information (collectively "Materials"), and has agreed to furnish in the future certain additional Materials, in reliance on your commitment to use such information only for purposes reasonably related to your investment in the Notes issued hereunder and not to disclose any of such Materials which have occurred and be continuingbeen designated as "Confidential" by the Company, other than (A) Materials that already were known to you prior to the Parent agrees time they were made available to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it you by or on behalf of the Parent Company or any Subsidiary, (includingB) Materials that are or become publicly available by reason other than disclosure by or through you or (C) Materials that you obtain from third parties who, without limitationto your knowledge, are not thereby breaching fiduciary or confidentiality obligations owed to the Company or any Subsidiary; provided, you may disclose such Materials to (i) your directors, officers, employees, agents, attorneys and professional consultants (after advising any such information provided pursuant agents or professional consultants of the use and non-disclosure restrictions set forth above), (ii) any other holder of any Note, (iii) any Person to this Section 5.18) which the Parent you offer to sell a Note or Notes or any part thereof (if such Person acting on its behalf designates has agreed in writing at the time prior to its receipt of its delivery to such Noteholder, or as promptly as practicable thereafter, is materials to be treated as confidential, provided, however, that bound by the foregoing provisions of this paragraph shall not apply:paragraph), (iv) any federal or state regulatory authority having jurisdiction over you, (v) the National Association of Insurance Commissioners or any similar organization or any other entity utilizing such information to rate or classify your debt or equity Securities or (vi) any other Person to which such delivery or disclosure may be necessary (a) in compliance with any law, rule, regulation or order applicable to you, (b) in response to any subpoena or other legal process or informal investigative command, (c) in connection with any litigation to which you are a party or (d) in order to preserve or protect your investment in the Notes.

Requested Information. With reasonable promptness, following the reasonable request of the Administrative Agent, such other data and information (financial or otherwise) as the Administrative Agent on its own behalf or on behalf of any holder of Notes, Lender (acting through the U.S. Collateral Trustee or the Canadian Collateral Trustee Administrative Agent) may reasonably requestrequest in writing from time to time; provided that, notwithstanding anything to the contrary in this Section 9.1(f), none of the Borrower or any of its Restricted Subsidiaries will be required to provide any such other information pursuant to this Section 9.1(f) to the extent that (i) the provision thereof would violate any attorney client privilege (as reasonably determined by counsel (internal or external) to the Credit Parties), law, rule or regulation, or any contractual obligation of confidentiality binding on the Credit Parties or their respective affiliates (so long as not entered into in contemplation hereof) or (ii) such information constitutes attorney work product (as reasonably determined by counsel (internal or external) to the Credit Parties). Without limiting Notwithstanding the foregoing, the Parent will permit each holder obligations in clauses (a), (b) and (e) of this Section 9.1 may be satisfied with respect to financial information of the then outstanding Notes Borrower and the Restricted Subsidiaries by furnishing the Borrower’s (or any direct or indirect parent thereof), as applicable, Form 8-K, 10-K or 10-Q, as applicable, filed with the SEC; provided that, to the extent such Persons as information relates to a direct or indirect parent of the Borrower, such information is accompanied by consolidating or other 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 Borrower and its consolidated Restricted Subsidiaries on a standalone basis, on the other hand. Documents required to be delivered pursuant to clauses (a), (b) and (e) of this Section 9.1 (to the extent any such holder documents are included in materials otherwise filed with the SEC) may designate)be delivered electronically and if so delivered, shall be deemed to visit have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website as notified to the Administrative Agent; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, or filed with the SEC, and inspect, under the Parent's guidance, any of the properties of the Parent available in XXXXX (or any Restricted Subsidiarysuccessor) to which each Lender and the Administrative Agent have access (whether a commercial, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and third-party website or whether sponsored by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent shall not be required to pay or reimburse any holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf of the Parent (including, without limitation, any such information provided pursuant to this Section 5.18) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:Administrative Agent).

Requested Information. With reasonable promptnessPromptly, such additional business, financial, corporate affairs and other data and information as any holder the holders of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee Notes may from time to time reasonably request. Without limiting The Company will also permit you, so long as you are the foregoingholder of any Note, the Parent will permit and each holder Institutional Holder of the then outstanding Notes (or such Persons as any either you or such holder Institutional Holder may designate), to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent Company authorizes said accountants to discuss with such holders you the finances and affairs of the Parent Company and its Restricted Subsidiaries) ), all at such reasonable times and as often as may be reasonably requested. The Parent Any visitation shall be at the sole expense of you or such Institutional Holder and shall not be required to pay or reimburse any holder of Notes for any expenses which such holder may incur undertaken more than once in connection with any such visitation or inspectioneach calendar year, except that if such visitation or inspection is made during any period when unless a Default or an Event of Default shall have occurred and be continuingcontinuing or the holder of any Note or of any other evidence of Indebtedness of the Company or any Subsidiary gives any written notice or takes any other action with respect to a claimed default, in which case, the Parent agrees to reimburse frequency of such holder for all reasonable expenses thereof promptly upon demandvisitation and inspections shall not be limited and any such visitation or inspection shall be at the sole expense of the Company. Each Noteholder Without limiting the foregoing, the Company agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf The Northwestern Mutual Life Insurance Company and each other Institutional Holder of not less than 30% of the Parent aggregate principal amount of the then outstanding Notes, shall have the right to receive all notices of, and to attend (includingeither in person or by telephonic conference), without limitationat the expense of such holders of the Notes, all meetings of the Company's Board of Directors and any committees thereof and each such Person shall be entitled to receive copies of all minutes of such meetings, together with copies of any items distributed to the members of the Board of Directors, whether or not such Person attends any such information provided pursuant to this Section 5.18) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:meeting.

Requested Information. With reasonable promptness, such other data and information as any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee such Institutional Holder may reasonably request. Without limiting the foregoing, the Parent Company will permit each holder of the then outstanding Notes Institutional Holder (or such Persons as any such holder Institutional Holder may designate), to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and and, in the presence of an officer of the Company, the Company's independent public accountants (and by this provision the Parent authorizes said accountants Company agrees to make an officer available to discuss with such holders any Institutional Holder the finances and affairs of the Parent Company and its Restricted SubsidiariesSubsidiaries with said accountants) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay or reimburse any holder of Notes Holder for any expenses which such holder Holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default shall have occurred and be continuing, the Parent Company agrees to reimburse such holder Holder for all reasonable such expenses thereof promptly upon demand. Each Noteholder Holder exercising such visitation and inspection rights pursuant to the immediately preceding paragraph hereby agrees that it will use all reasonable efforts not disclose without the prior written consent of the Company (other than to keep confidential its directors, officers, employees, auditors, agents, professional consultants, advisors, counsel or affiliates or to another Holder of the Notes who shall be bound by the provisions of this Section 5.14) any information from time with respect to time supplied the Company or any Restricted Subsidiary which is furnished pursuant to it by or on behalf of the Parent (includingsuch visitation and inspection, without limitation, provided that such Holder may disclose any such information provided pursuant (i) as has become generally available to the public or is readily ascertainable from public sources or which becomes available from another person, (ii) as may be required or appropriate in any report, statement or testimony submitted to any municipal, state, provincial or federal regulatory body or self regulatory body having or claiming to have jurisdiction over such Holder or to the United States National Association of Insurance Commissioners or similar organizations or their successors, (iii) as may be required or appropriate in response to any summons or subpoena or in connection with any litigation, proceeding, case or matter pending (or on its face purported to be pending) before any court, tribunal or governmental agency, commission, authority, board or similar entity, (iv) in order to comply with any law, order, regulation or ruling applicable to such Holder, (v) to any entity utilizing such information to rate such Holder's claims paying ability or to classify the Notes purchased by such Holder, (vi) if a Default or Event of Default has occurred and be continuing, to the extent that such Holder believes it necessary or appropriate in order to protect its investment in the Notes or the enforcement of its rights and remedies under its Notes or this Agreement, or (vii) to a prospective transferee in connection with any contemplated transfer of any of the Notes by such Holder, which prospective transferee shall be deemed to be bound by this Section 5.18) which 5.14. Any transferee of any Note by its acceptance of the Parent or any Person acting on its behalf designates in writing at the time transfer of its delivery such Note shall be deemed to such Noteholder, or as promptly as practicable thereafter, is have agreed to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:Section 5.14.

Requested Information. With From time to time, with reasonable promptness, such other data additional financial statements and information as any holder of Notes, with respect to the U.S. Collateral Trustee or the Canadian Collateral Trustee may reasonably request. Without limiting the foregoing, the Parent will permit each holder of the then outstanding Notes (or such Persons as any such holder may designate), to visit and inspect, under the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs financial condition of the Parent and its Restricted SubsidiariesSubsidiaries as Purchaser may reasonably request, including, without limitation and without further request, (i) any financial statements or reports (including comment letters to management) furnished to the Parent or its Subsidiaries by its independent certified public accountants, (ii) to the extent not already furnished pursuant to this Agreement, all financial statements, certificates, reports and other information furnished by the Parent and its Subsidiaries to any bank pursuant to any agreement, and (iii) all at such reasonable times and as often as may be reasonably requested. The Parent shall not be required to pay or reimburse any holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it significant press releases issued by or on behalf of the Parent (includingor its Subsidiaries. Finally, without limitation, any the Issuer shall provide such information provided pursuant to this Section 5.18) which concerning the operations of the Parent and its Subsidiaries as Purchaser may from time to time reasonably request in writing, and upon reasonable advance notice permit representatives of Purchaser (i) such access during normal business hours (and in a manner which will not be disruptive to the business and operations of the Parent) to the properties, books and records of the Parent and its Subsidiaries, and (ii) to discuss the affairs, accounts and finances of the Parent and its Subsidiaries with the financial and management personnel of the Parent and its Subsidiaries and with their independent certified public accountants (and the Parent authorizes such independent public accountants to discuss the Parent's or any Person acting on its behalf designates in writing at Subsidiaries' financial matters with the time of its delivery to such Noteholder, or as promptly as practicable thereafter, is to be treated as confidential, Purchaser and their representatives); provided, however, that the foregoing provisions of this paragraph Issuer shall not apply:be obligated to provide access to any information that it reasonably considers to be a trade secret or similar confidential information unless Purchaser provides assurances in writing that it will maintain the confidentiality of the information. Purchaser will consult with the Issuer regarding the strategy and logistics of their visits and inspections in order to minimize the costs of, and descriptions arising from, such visits and inspections. All such information shall be treated by Purchaser as confidential.

Requested Information. With reasonable promptness, such other data and information as you or any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee such Institutional Holder may reasonably request. Without limiting the foregoing, the Parent Company will permit you, so long as you are the holder of any Note, and each holder Institutional Holder of the then outstanding Notes (or such Persons as any either you or such holder Institutional Holder may designate), to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, to examine all of their books of account, financial records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent Company authorizes said accountants to discuss with such holders you the finances and affairs of the Parent Company and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent shall not be required to pay or reimburse You agree and any subsequent holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default Note shall have occurred and be continuing, the Parent agrees deemed to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts agree to keep confidential any information from time made available to time supplied you pursuant to it by such a visit or on behalf of the Parent (includinginspection, without limitation, provided that you may disclose any such information provided pursuant (i) as may be appropriate in connection with enforcing compliance with the terms and conditions of this Agreement or the Notes, (ii) as has become generally available to this Section 5.18the public, (iii) which as may be required in any report, statement or testimony submitted to Penford Corporation Restatement and Exchange Agreement (1992 Note Agreements) or required by any municipal, state, or Federal regulatory body, agency, authority or commission having or claiming to have jurisdiction over you, (iv) as may be necessary in connection with the Parent sale of the Notes to any prospective bona fide purchaser, (v) to the National Association of Insurance Commissioners (or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholdersuccessor agency thereto), or as promptly as practicable thereafter, is (vi) to be treated as confidential, provided, however, that any entity utilizing such information to rate or classify your debt or equity Securities or to report to the foregoing provisions public concerning the industry of this paragraph shall not apply:which you are a part.

Requested Information. With with reasonable promptness, such other data and information relating to the business, operations, affairs, financial condition, assets or properties of the Company or any of its Subsidiaries or relating to the ability of the Company and its Subsidiaries to perform its obligations hereunder, under the Credit-Linked Notes and under the Term Notes, including without limitation and subject to Section 10.06, such information as any holder is required by SEC Rule 144A under the Securities Act to be delivered to a prospective transferee of the Credit-Linked Notes or Term Notes, the U.S. Collateral Trustee ability of the Company to perform under the Parent Guaranty, or the Canadian Collateral Trustee ability of the Subsidiary Guarantors to perform under the Subsidiary Guaranty. Documents required to be delivered pursuant to this Section 6.01 (to the extent any such documents are included in materials otherwise filed with the SEC) may reasonably request. Without limiting be delivered electronically and if so delivered, shall be deemed to have been delivered on the foregoingdate (i) on which the Company posts such documents, or provides a link thereto on the Company’s website on the Internet at the website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Company’s behalf on an Internet or intranet website, if any, to which each Lender, the Parent will permit Administrative Agent and each holder L/C Issuer have access (whether a commercial, third- 5 Year Series A Letter of Credit and Term Loan Agreement party website or whether sponsored by the Administrative Agent); provided that: (i) the Company shall deliver paper copies of such any documents to the Administrative Agent or any Lender that requests the Company to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Company shall notify the Administrative Agent, each L/C Issuer and each Lender (by telecopier or electronic mail) of the then outstanding Notes (or such Persons as posting of any such holder may designate)documents. Notwithstanding anything contained herein, to visit and inspect, under in every instance the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay provide paper copies of the covenant compliance information required by Section 6.02(a). The Administrative Agent shall have no obligation to request the delivery or reimburse to maintain copies of the documents referred to above, and in any holder of Notes for any expenses which such holder may incur in connection event shall have no responsibility to monitor compliance by the Company with any such visitation or inspectionrequest for delivery, except that if such visitation or inspection is made during any period when a Default or an Event of Default and each Lender shall have occurred and be continuing, the Parent agrees to reimburse such holder solely responsible for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied requesting delivery to it or maintaining its copies of such documents. The Company hereby acknowledges that (a) the Administrative Agent and/or the Arranger will make available to the Lenders and the L/C Issuers materials and/or information provided by or on behalf of the Parent Company hereunder (includingcollectively, without limitation“Company Materials”) by posting the Company Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders may be “public-side” Lenders (i.e., any such Lenders that do not wish to receive material non-public information provided pursuant with respect to this Section 5.18the Company or its securities) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder(each, or as promptly as practicable thereafter, is a “Public Lender”). The Company hereby agrees that (w) all Company Materials that are to be treated made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” the Company shall be deemed to have authorized the Administrative Agent, the Arranger, the L/C Issuers and the Lenders to treat such Company Materials as confidential, not containing any material non-public information with respect to the Company or its securities for purposes of United States Federal and state securities laws (provided, however, that to the foregoing provisions extent such Company Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of this paragraph the Platform designated “Public Investor;” and (z) the Administrative Agent and the Arranger shall be entitled to treat any Company Materials that are not apply:marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.” Notwithstanding the foregoing, the Company shall be under no obligation to mxxx any Company Materials “PUBLIC.”

Requested Information. With reasonable promptness, such other data and information as the Purchaser or any such Institutional Holder may reasonably request, including, without limitation, such financial or other information as any holder of Notes, the U.S. Collateral Trustee Notes or the Canadian Collateral Trustee any Person designated by such holder may reasonably requestdetermine as required to permit such holder to comply with requirements of Rule 144A promulgated under the Act in connection with the resale by it of the Notes. Without limiting the foregoing, the Parent Company will permit the Purchaser, so long as the Purchaser is the holder of a Note, and each holder Institutional Holder of the then outstanding Notes (or such Persons agent(s) as any either the Purchaser or such holder Institutional Holder may designate), ) to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, and to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom therefrom, and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent Company authorizes said such accountants to discuss with such holders the Purchaser the finances and affairs of the Parent Company and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay or reimburse the Purchaser or any holder of Notes such Institutional Holder for any reasonable expenses which the Purchaser or any such holder Institutional Holder may incur in connection with any such visitation or inspection, except that if inspection occurring at such visitation or inspection is made during time as any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees . All information which is furnished to reimburse such or obtained by any holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf of the Parent (including, without limitation, any such information provided Notes pursuant to this Section 5.18) which the Parent 5.16 or any Person acting on its behalf designates otherwise pursuant to this Agreement shall, if so requested in writing at by the time of its delivery to such NoteholderCompany, be received and held in confidence unless or as promptly as practicable thereafter, is to be treated as confidential, until the same has been publicly disclosed by the Company; provided, however, that nothing herein contained shall limit or impair the foregoing provisions right or obligation of any Institutional Holder of the Notes to disclose such information: (a) to its auditors, trustees, advisors, attorneys, employees or agents, (b) when required by any law, ordinance or governmental order, regulation, rule, policy, investigation or any regulatory authority request, (c) as may be required or appropriate in any report, statement or testimony submitted to any municipal, state, provincial or Federal regulatory body having or claiming to have jurisdiction over such Institutional Holder or to the United States National Association of Insurance Commissioners or similar organizations or their successors, (d) which is publicly available or readily ascertainable from public sources, or which is received by any Institutional Holder of the Notes from a third Person who or which is not bound to keep the same confidential, (e) in connection with any proceeding, case or matter pending (or on its face purported to be pending) before any court, tribunal, arbitration board or any governmental agency, commission, authority, board or similar entity, (f) in connection with the enforcement by an Institutional Holder of its rights under or in respect of this paragraph Agreement or the Notes after the occurrence of a Default or Event of Default, or (g) to the extent necessary in connection with any contemplated transfer of any of the Notes by an Institutional Holder thereof (it being understood and agreed that any such transferee which purchases such Notes shall not apply:itself be bound by the terms and provisions hereof.)

Requested Information. With with reasonable promptness, such other data and information relating to the business, operations, affairs, financial condition, assets or properties of the Company or any of its Subsidiaries or relating to the ability of the Company and its Subsidiaries to perform its obligations hereunder, under the Credit-Linked Notes and under the Term Notes, including without limitation and subject to Section 10.06, such information as any holder is required by SEC Rule 144A under the Securities Act to be delivered to a prospective transferee of the Credit-Linked Notes or Term Notes, the U.S. Collateral Trustee ability of the Company to perform under the Parent Guaranty, or the Canadian Collateral Trustee ability of the Subsidiary Guarantors to perform under the Subsidiary Guaranty. Documents required to be delivered pursuant to this Section 6.01 (to the extent any such documents are included in materials otherwise filed with the SEC) may reasonably request. Without limiting be delivered electronically and if so delivered, shall be deemed to have been delivered on the foregoingdate (i) on which the Company posts such documents, or provides a link thereto on the Company’s website on the Internet at the website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Company’s behalf on an Internet or intranet website, if any, to which each Lender, the Parent will permit Administrative Agent and each holder L/C Issuer have access (whether a commercial, third- 5 Year Series B Letter of Credit and Term Loan Agreement party website or whether sponsored by the Administrative Agent); provided that: (i) the Company shall deliver paper copies of such any documents to the Administrative Agent or any Lender that requests the Company to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Company shall notify the Administrative Agent, each L/C Issuer and each Lender (by telecopier or electronic mail) of the then outstanding Notes (or such Persons as posting of any such holder may designate)documents. Notwithstanding anything contained herein, to visit and inspect, under in every instance the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay provide paper copies of the covenant compliance information required by Section 6.02(a). The Administrative Agent shall have no obligation to request the delivery or reimburse to maintain copies of the documents referred to above, and in any holder of Notes for any expenses which such holder may incur in connection event shall have no responsibility to monitor compliance by the Company with any such visitation or inspectionrequest for delivery, except that if such visitation or inspection is made during any period when a Default or an Event of Default and each Lender shall have occurred and be continuing, the Parent agrees to reimburse such holder solely responsible for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied requesting delivery to it or maintaining its copies of such documents. The Company hereby acknowledges that (a) the Administrative Agent and/or the Arranger will make available to the Lenders and the L/C Issuers materials and/or information provided by or on behalf of the Parent Company hereunder (includingcollectively, without limitation“Company Materials”) by posting the Company Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders may be “public-side” Lenders (i.e., any such Lenders that do not wish to receive material non-public information provided pursuant with respect to this Section 5.18the Company or its securities) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder(each, or as promptly as practicable thereafter, is a “Public Lender”). The Company hereby agrees that (w) all Company Materials that are to be treated made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” the Company shall be deemed to have authorized the Administrative Agent, the Arranger, the L/C Issuers and the Lenders to treat such Company Materials as confidential, not containing any material non-public information with respect to the Company or its securities for purposes of United States Federal and state securities laws (provided, however, that to the foregoing provisions extent such Company Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of this paragraph the Platform designated “Public Investor;” and (z) the Administrative Agent and the Arranger shall be entitled to treat any Company Materials that are not apply:marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.” Notwithstanding the foregoing, the Company shall be under no obligation to mxxx any Company Materials “PUBLIC.”

Requested Information. With reasonable promptnessPromptly, from time to time, such other data and reports or information as the Administrative Agent or any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee Lender may reasonably request. Without limiting the foregoing, the Parent will permit each holder Each of the then outstanding Notes Company and the Borrower hereby acknowledges that (or such Persons as any such holder a) the Administrative Agent and/or the Arranger may designate), make available to visit and inspect, under the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent shall not be required to pay or reimburse any holder of Notes for any expenses which such holder may incur in connection with any such visitation or inspection, except that if such visitation or inspection is made during any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any Lenders materials and/or information from time to time supplied to it provided by or on behalf of the Parent Company and the Borrower hereunder (includingcollectively, without limitation“Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Company or the Borrower, their Affiliates or their respective securities of any such information provided pursuant to this Section 5.18) which of the Parent or any Person acting on its behalf designates foregoing and who may be engaged in writing at the time of its delivery investment and other market-related activities with respect to such Noteholder, or as promptly as practicable thereafter, is Person’s securities. Each of the Company and the Borrower hereby agrees that (w) all Borrower Materials that are to be treated made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC”, the Borrower shall be deemed to have authorized the Administrative Agent, the Arranger, and the Lenders to treat such Borrower Materials as confidential, not containing any material non-public information with respect to the Company or the Borrower or their securities for purposes of United States Federal and state securities laws (provided, however, that to the foregoing provisions extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of this paragraph the Platform designated “Public Investor”; and (z) the Administrative Agent and the Arranger shall be entitled to treat any Borrower Materials that are not apply:marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor”.

Requested Information. With reasonable promptnessPromptly, from time to time, such other data and reports or information as the Administrative Agent or any holder of Notes, the U.S. Collateral Trustee or the Canadian Collateral Trustee Lender may reasonably request. Without limiting Documents required to be delivered pursuant to Section 6.05(a) or (b) or Section 6.05(d) (to the foregoingextent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the Parent will permit date (a) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 10.02; or (b) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each holder Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (x) the Borrower shall deliver paper copies of such documents to the Administrative Agent or any Lender that requests the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (y) the Borrower shall notify the Administrative Agent and each Lender (by telecopier or electronic mail) of the then outstanding Notes (or such Persons as posting of any such holder may designate)documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., to visit and inspectsoft copies) of such documents. Notwithstanding anything contained herein, under in every instance the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Borrower shall not be required to pay provide paper copies of the Compliance Certificates required by Section 6.05(c) to the Administrative Agent. Except for such Compliance Certificates, the Administrative Agent shall have no obligation to request the delivery or reimburse to maintain copies of the documents referred to above, and in any holder of Notes for any expenses which such holder may incur in connection event shall have no responsibility to monitor compliance by the Borrower with any such visitation or inspectionrequest for delivery, except that if such visitation or inspection is made during any period when a Default or an Event of Default and each Lender shall have occurred and be continuing, the Parent agrees to reimburse such holder solely responsible for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arranger will make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Parent Borrower hereunder (includingcollectively, without limitation“Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any such information provided pursuant to this Section 5.18) which of the Parent or any Person acting on its behalf designates foregoing, and who may be engaged in writing at the time of its delivery investment and other market-related activities with respect to such Noteholder, or as promptly as practicable thereafter, is Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be treated made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC”, the Borrower shall be deemed to have authorized the Administrative Agent, the Arranger, the L/C Issuer and the Lenders to treat such Borrower Materials as confidential, not containing any material non-public information with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the foregoing provisions extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of this paragraph the Platform designated “Public Side Information”; and (z) the Administrative Agent and the Arranger shall be entitled to treat any Borrower Materials that are not apply:marked “PUBLIC” as being suitable only for posting on a portion of the Platform that is not designated “Public Side Information”.

Requested Information. With reasonable promptness, such other data and information as the Purchasers or any such Institutional Holder may reasonably request, including, without limitation, such financial or other information as any holder of Notes, the U.S. Collateral Trustee Notes or the Canadian Collateral Trustee any Person designated by such holder may reasonably requestdetermine as required to permit such holder to comply with requirements of Rule 144A promulgated under the Act in connection with the resale by it of the Notes. Without limiting the foregoing, the Parent Company will permit any Purchaser, so long as such Purchaser is the holder of any Note, and each holder Institutional Holder of the then outstanding Notes (or such Persons agent(s) as any either such holder Purchaser or such Institutional Holder may designate), ) to visit and inspect, under the ParentCompany's guidance, any of the properties of the Parent Company or any Restricted Subsidiary, and to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom therefrom, and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent Company authorizes said such accountants to discuss with such holders any Purchaser the finances and affairs of the Parent Company and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay or reimburse any holder of Notes such Purchaser or any such Institutional Holder for any reasonable expenses which such holder Purchaser or any such Institutional Holder may incur in connection with any such visitation or inspection, except that if inspection occurring at such visitation or inspection is made during time as any period when a Default or an Event of Default shall have occurred and be continuing, the Parent agrees . All information which is furnished to reimburse such or obtained by any holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied to it by or on behalf of the Parent (including, without limitation, any such information provided Notes pursuant to this Section 5.18) which the Parent 5.15 or any Person acting on its behalf designates otherwise pursuant to this Agreement shall, if so requested in writing at by the time of its delivery to such NoteholderCompany, be received and held in confidence unless or as promptly as practicable thereafter, is to be treated as confidential, until the same has been publicly disclosed by the Company; provided, however, that nothing herein contained shall limit or impair the foregoing provisions right or obligation of any Institutional Holder of the Notes to disclose such information: (a) to its auditors, attorneys, employees or agents, (b) when required by any law, ordinance or governmental order, regulation, rule, policy, investigation or any regulatory authority request, (c) as may be required or appropriate in any report, statement or testimony submitted to any municipal, state, provincial or Federal regulatory body having or claiming to have jurisdiction over such Institutional Holder or to the United States National Association of Insurance Commissioners or similar organizations or their successors, (d) which is publicly available or readily ascertainable from public sources, or which is received by any Institutional Holder of the Notes from a third Person who or which is not bound to keep the same confidential, (e) in connection with any proceeding, case or matter pending (or on its face purported to be pending) before any court, tribunal, arbitration board or any governmental agency, commission, authority, board or similar entity, (f) in connection with the enforcement by an Institutional Holder of its rights under or in respect of this paragraph Agreement or the Notes after the occurrence of a Default or Event of Default, or (g) to the extent necessary in connection with any contemplated transfer of any of the Notes by an Institutional Holder thereof (it being understood and agreed that any such transferee which purchases such Notes shall not apply:itself be bound by the terms and provisions hereof.)

Requested Information. With reasonable promptness, such other data and information as you or any holder such Institutional Holder may reasonably request with respect to results of operations, financial condition, assets or properties of the Company or any Subsidiary and pertinent to the ability of the Company to perform its obligations under this Agreement and the Notes, provided that if a Default or an Event of Default has occurred and is continuing, the U.S. Collateral Trustee Company shall also provide such other data and information with respect to the business and affairs of the Company or the Canadian Collateral Trustee may any Subsidiary as you or such Institutional Holder shall reasonably request. Without limiting The Company shall permit the foregoing, the Parent will permit representatives of each holder of Notes that is an Institutional Holder: (x) if no Default or Event of Default then exists, at the then outstanding Notes (or such Persons as any expense of such holder may designate)and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and inspectaccounts of the Company and its Subsidiaries with the Company's officers, under and, with the Parent's guidanceconsent of the Company (which consent will not be unreasonably withheld) to visit the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (y) if a Default or Event of Default then exists, at the expense of the Company (including out-of-pocket expenses of any such holder, but excluding (1) salary expenses of employees of such holder conducting such visitation or inspection and (2) other internal overhead expenses of such holder) to visit and inspect any of the offices or properties of the Parent Company or any Restricted Subsidiary, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom therefrom, and to discuss with you their respective affairs, finances and accounts with their respective officers, employees, officers and independent public accountants (and by this provision the Parent Company authorizes said accountants to discuss with such holders the affairs, finances and affairs accounts of the Parent Company and its Restricted Subsidiaries) ), all at such reasonable times and as often as may be reasonably requested. The Parent shall not You agree that you will keep confidential in accordance with your internal policies and procedures in effect from time to time for protecting confidential information of third parties delivered to you any written information with respect to the Company or its Subsidiaries which is furnished pursuant to this Agreement and which is designated by the Company or its Subsidiaries to you in writing as confidential, provided that you may disclose any such information (1) as has become generally available to the public (other than as a consequence of your actions) or to you on a non-confidential basis from a source other than the Company or its Subsidiaries or as was known to you on a non-confidential basis prior to its disclosure by the Company or its Subsidiaries, (2) as may be required in your reasonable judgment in any report, statement or testimony submitted to pay any municipal, state or reimburse Federal regulatory body having or claiming to have jurisdiction over you or to the National Association of Insurance Commissioners or similar organizations or their successors, (3) as may be required or appropriate in response to any holder of Notes for any expenses which such holder may incur summons or subpoena or in connection with any such visitation or inspectionlitigation, except (4) to the extent that if such visitation or inspection is made during any period when in your reasonable judgment you believe it required in order to protect your investment in the Notes following the occurrence of a Default or an Event of Default or, at any time, in order to comply with any law, order, regulation or ruling applicable to you, (5) to your officers, trustees, employees, auditors or counsel or to rating agencies or another holder of the Notes, (6) to Persons who are parties to similar confidentiality agreements relating to the Notes, or (7) to a prospective transferee which has agreed in writing prior to its receipt of such confidential information to be bound by the provisions of this Section5.15 in connection with any contemplated transfer of any of the Notes by you. By its acceptance of a Note, any transferee shall have occurred and be continuingbound by the terms of this Section5.15. In the event that you shall be required to disclose any information pursuant to any summons or subpoena as referred to in the foregoing clause (3), the Parent agrees to reimburse such holder for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it you will use all reasonable your best efforts to keep confidential any information from time to time supplied to it by or on behalf give the Company prompt written notice of the Parent request giving rise to any such requirement so that the Company may contest such requirement or seek an appropriate protective order. In the event that such protective order or other remedy is not obtained on or prior to the date such information is required to be disclosed in such summons or subpoena, or the Company elects not to seek any such order or remedy, you shall be permitted to disclose the information requested in compliance with such subpoena or summons. Notwithstanding anything contrary contained in this Agreement, neither the Company nor any of its Subsidiaries will have any obligation to disclose or permit any inspection with respect to engineering, scientific or other proprietary technical data (including, without limitation, any laboratory and research reports and reports on product development and testing), except to the extent such information provided pursuant matters could reasonably be expected to this Section 5.18materially and adversely affect the properties, business, prospects or condition (financial or otherwise) which of the Parent or any Person acting on Company and its behalf designates in writing at the time of its delivery to such Noteholder, or Subsidiaries taken as promptly as practicable thereafter, is to be treated as confidential, provided, however, that the foregoing provisions of this paragraph shall not apply:a whole. .

Requested Information. With with reasonable promptness, such other data and information relating to the business, operations, affairs, financial condition, assets or properties of the Company or any of its Subsidiaries or relating to the ability of the Company and its 8 Year Series C Letter of Credit and Term Loan Agreement Subsidiaries to perform its obligations hereunder, under the Credit-Linked Notes and under the Term Notes, including without limitation and subject to Section 10.06, such information as any holder is required by SEC Rule 144A under the Securities Act to be delivered to a prospective transferee of the Credit-Linked Notes or Term Notes, the U.S. Collateral Trustee ability of the Company to perform under the Parent Guaranty, or the Canadian Collateral Trustee ability of the Subsidiary Guarantors to perform under the Subsidiary Guaranty. Documents required to be delivered pursuant to this Section 6.01 (to the extent any such documents are included in materials otherwise filed with the SEC) may reasonably request. Without limiting be delivered electronically and if so delivered, shall be deemed to have been delivered on the foregoingdate (i) on which the Company posts such documents, or provides a link thereto on the Company’s website on the Internet at the website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Company’s behalf on an Internet or intranet website, if any, to which each Lender, the Parent will permit Administrative Agent and each holder L/C Issuer have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (i) the Company shall deliver paper copies of such any documents to the Administrative Agent or any Lender that requests the Company to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Company shall notify the Administrative Agent, each L/C Issuer and each Lender (by telecopier or electronic mail) of the then outstanding Notes (or such Persons as posting of any such holder may designate)documents. Notwithstanding anything contained herein, to visit and inspect, under in every instance the Parent's guidance, any of the properties of the Parent or any Restricted Subsidiary, to examine all of their books of account, records, reports and other papers, to make copies and extracts therefrom and to discuss their respective affairs, finances and accounts with their respective officers, employees, and independent public accountants (and by this provision the Parent authorizes said accountants to discuss with such holders the finances and affairs of the Parent and its Restricted Subsidiaries) all at such reasonable times and as often as may be reasonably requested. The Parent Company shall not be required to pay provide paper copies of the covenant compliance information required by Section 6.02(a). The Administrative Agent shall have no obligation to request the delivery or reimburse to maintain copies of the documents referred to above, and in any holder of Notes for any expenses which such holder may incur in connection event shall have no responsibility to monitor compliance by the Company with any such visitation or inspectionrequest for delivery, except that if such visitation or inspection is made during any period when a Default or an Event of Default and each Lender shall have occurred and be continuing, the Parent agrees to reimburse such holder solely responsible for all reasonable expenses thereof promptly upon demand. Each Noteholder agrees that it will use all reasonable efforts to keep confidential any information from time to time supplied requesting delivery to it or maintaining its copies of such documents. The Company hereby acknowledges that (a) the Administrative Agent and/or the Arranger will make available to the Lenders and the L/C Issuers materials and/or information provided by or on behalf of the Parent Company hereunder (includingcollectively, without limitation“Company Materials”) by posting the Company Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders may be “public-side” Lenders (i.e., any such Lenders that do not wish to receive material non-public information provided pursuant with respect to this Section 5.18the Company or its securities) which the Parent or any Person acting on its behalf designates in writing at the time of its delivery to such Noteholder(each, or as promptly as practicable thereafter, is a “Public Lender”). The Company hereby agrees that (w) all Company Materials that are to be treated made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” the Company shall be deemed to have authorized the Administrative Agent, the Arranger, the L/C Issuers and the Lenders to treat such Company Materials as confidential, not containing any material non-public information with respect to the Company or its securities for purposes of United States Federal and state securities laws (provided, however, that to the foregoing provisions extent such Company Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Company Materials marked “PUBLIC” are permitted to be made available through a portion of this paragraph the Platform designated “Public Investor;” and (z) the Administrative Agent and the Arranger shall be entitled to treat any Company Materials that are not apply:marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.” Notwithstanding the 8 Year Series C Letter of Credit and Term Loan Agreement foregoing, the Company shall be under no obligation to mxxx any Company Materials “PUBLIC.”