Common use of Financial Statements and Other Information Clause in Contracts

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders): (a) within 75 days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017), the audited consolidated statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish Company has previously furnished to the Administrative Agent (which shall promptly furnish to Lenders copies of the Lenders):following: (ai) within 75 days after The audited Consolidated balance sheets of the end Company and its Subsidiaries as at June 30 in each of each fiscal year (beginning with the fiscal year ending March 31, 2017), 2005 and 2006 and the audited consolidated Consolidated statements of operationsincome, changes in stockholdersshareholders’ equity and cash flows of the Borrower Company and its Subsidiaries for such the fiscal year, and years of the related audited consolidated Company then ended. (ii) The unaudited Consolidated balance sheet for of the Borrower Company and its Subsidiaries as of the end of such fiscal yearat March 31, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception 2007 and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated Consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of income, changes in stockholdersshareholders’ equity and cash flows of the Borrower Company and its Subsidiaries for the then elapsed portion of the fiscal year, andyear then ended. (iii) the unaudited interim consolidated balance sheet The five-year financial and operational projections for the Borrower Company previously supplied to the Lenders and its Subsidiaries included as at part of the end of such fiscal quarter, setting forth in each case in comparative form the figures offering memorandum for the corresponding period or periods of (or, in the case initial syndication of the balance sheet, Obligations. (iv) Calculations demonstrating compliance with the Computation Covenants as of March 31, 2007. The audited Consolidated financial statements (including the end ofnotes thereto) referred to in clause (i) above were prepared in accordance with GAAP and fairly present the previous fiscal year, all certified by a Financial Officer financial position of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower Company and its Subsidiaries on a consolidated Consolidated basis at the respective dates thereof and the results of their operations for the periods covered thereby. The unaudited Consolidated financial statements referred to in each case clause (ii) above were prepared in accordance with GAAPGAAP and fairly present the financial position of the Company and its Subsidiaries at the respective dates thereof and the results of their operations for the periods covered thereby, subject to normal year-end audit adjustments adjustment and the absence addition of footnotes in the case of all interim financial statements. Neither the Company nor any of its Subsidiaries has any known contingent liability material to the Company and its Subsidiaries on a Consolidated basis which is not reflected in the balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under referred to in clause (ai) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of above (wor delivered pursuant to Sections 6.04(a) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x6.04(b)) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered notes thereto or otherwise disclosed to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handwriting.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):Agent: (a) within 75 Within ninety (90) days after the end of each fiscal year (beginning Fiscal Year of BCF Holdings commencing with the fiscal year Fiscal Year ending March 31January 29, 2017)2011, the audited consolidated Consolidated balance sheet and related statements of operations, changes in stockholders’ equity and Consolidated statements of cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal yearyear for BCF Holdings and its Subsidiaries, setting forth in each case in comparative form form, the corresponding Consolidated figures for the previous fiscal yearFiscal Year and the figures as set forth in the projections delivered pursuant to SECTION 5.01(e), all audited and reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any a qualification or exception as to the scope of such audit), except for the aforementioned projections, to the effect that such audited consolidated Consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower applicable Loan Parties and its their Subsidiaries on a consolidated Consolidated basis in accordance with GAAP consistently appliedGAAP; (b) within 45 Within forty-five (45) days after the end of each Fiscal Quarter of BCF Holdings commencing with the first three fiscal quarters Fiscal Quarter ending April 30, 2011, excluding the last Fiscal Quarter of each fiscal year (beginning with June 30Fiscal Year of BCF Holdings, 2017): (i) the unaudited interim consolidated Consolidated balance sheet and related statements of operations operations, and Consolidated statements of the Borrower cash flows for BCF Holdings and its Subsidiaries as of the end of and for such fiscal quarter (Fiscal Quarter and the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal Year, setting forth in each case case, in comparative form the Consolidated figures for the corresponding period or periods of (or, previous Fiscal Year and the figures as set forth in the case projections delivered pursuant to SECTION 5.01(e), all such Consolidated figures certified by one of the balance sheet, Borrower’s Financial Officers as of the end of) the previous fiscal year, all certified by a Financial Officer of the Borrower as fairly presenting fairly, in all material respects, respects the financial condition and results of operations of the Borrower Loan Parties and its their Subsidiaries on a consolidated Consolidated basis in each case in accordance with GAAP, subject to year-year end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) concurrently Within thirty (30) days after the end of each Fiscal Month of BCF Holdings and its Subsidiaries commencing with the Fiscal Month ending February 26, (i) internally prepared monthly operating financial reports for BCF Holdings and its Subsidiaries, as of the end of and for such Fiscal Month and the elapsed portion of the Fiscal Year, all certified by one of the Borrower’s Financial Officers as, to such officer’s knowledge, presenting in all material respects the financial condition and results of operations of the Loan Parties and their Subsidiaries on a Consolidated basis, and (ii) such reports as are prepared by the Loan Parties’ management for their own use, including the Consolidated balance sheet and related statements of operations, and Consolidated statements of cash flows for BCF Holdings and its Subsidiaries, as of the end of and for such Fiscal Month and the elapsed portion of the Fiscal Year, setting forth in each case, in comparative form the Consolidated figures for the previous Fiscal Year and the figures as set forth in the projections delivered pursuant to SECTION 5.01(e), all certified by one of the Borrower’s Financial Officers as fairly presenting in all material respects the financial condition and results of operations of the Loan Parties and their Subsidiaries on a Consolidated basis in accordance with GAAP, subject to normal year end audit adjustments and the absence of footnotes; (d) Concurrently with any delivery of financial statements under clause (a) or clause (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H E hereto (with such modifications as reasonably agreed by the Administrative Agent): a “Compliance Certificate”) (i) certifying as to whether a Default or Event of Default has occurred and, if a Default or Event of Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (ii) setting forth reasonably detailed calculations with respect to the Excess Cash Flow (in the case of any delivery of financial statements under clause (wa) above for any Fiscal Year ending after the outstanding amount Closing Date), Consolidated Leverage Ratio and Consolidated Interest Coverage Ratio, in each case, for such period, (iii) detailing all Store openings and Store closings during the immediately preceding fiscal period and stating the aggregate number of Relevant Obligations the Loan Parties’ and demonstrating compliance with the Applicable Debt Cap Test their Subsidiaries’ Stores as of the last applicable date first day of incurrence thereunderthe current fiscal period, (xiv) setting forth the Cure Amount, if any Disposition of Spectrum occurred any, exercised in the most recent applicable immediately preceding fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements period and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iiiv) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the BCF Holdings’ most recent audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were preparedCompliance Certificate; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 Within sixty (60) days after the date commencement of each Fiscal Year of the Loan Parties, commencing with the Fiscal Year ending January 28, 2012, a quarterly compliance certificate is required to be delivered and no later than 45 days after detailed, Consolidated budget by month for the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower applicable Fiscal Year for BCF Holdings and its Restricted Subsidiaries substantially and including a projected Consolidated income statement, balance sheet, and statement of cash flow, by month, and promptly when available, any revisions to such budget resulting from any Permitted Acquisition, Permitted Disposition or other transaction, the effect of which would reasonably be expected to change the projected Consolidated EBITDA of the Loan Parties in the form to be attached as Exhibit G (with such modifications as reasonably agreed subsequent Fiscal Year by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder20% or more; (f) promptly Reserved; (g) Promptly after the same become publicly available, furnish copies of (i) all material periodic and other reports, proxy statements and other materials filed by any Obligor Loan Party with the SEC, and (ii) SEC Forms 10-K and 10-Q for BCF Holdings (for so long as BCF Holdings is subject to the reporting requirements under the Securities and Exchange CommissionAct of 1934, as amended); (h) Promptly upon receipt thereof, copies of all material reports submitted to any Loan Party by independent certified public accountants in connection with each annual or special audit of the books of the Loan Parties or any Governmental Authority succeeding of their Subsidiaries made by such accountants, including any management letter commenting on the Loan Parties’ internal controls submitted by such accountants to any or all management in connection with their annual audit; (i) Reserved; (j) A detailed summary of the functions Net Proceeds received from any Prepayment Event resulting in Net Proceeds in excess of said Commission or distributed by $5,000,000 within five (5) Business Days after receipt of such Obligor to Net Proceeds other than from sales of Inventory in the holders ordinary course of its securities; andbusiness; (gk) promptly Reserved; (l) Promptly following any reasonable request therefor, such other information regarding the operations, business affairs and financial condition of any ObligorLoan Party as the Agents may reasonably request (other than information which is subject to an attorney-client privilege or would result in a breach of a confidentiality obligation of the Loan Parties to any other Person); and (m) Not later than any date on which financial statements are delivered with respect to any period in which any Pro Forma Adjustment is made as a result of the consummation of an acquisition of an Acquired Entity, a disposition of an entity or compliance with the terms business or a shut-down of this Agreement and other Loan Documentsany discontinued operations, as the Administrative Agent or case may be, for which there shall be any Lender (through Pro Forma Adjustments, a certificate of one of the Administrative Agent) may reasonably requestBorrower’s Responsible Officers setting forth the amount of such Pro Forma Adjustments and, in reasonable detail, the calculations and basis therefor. Documents required to be delivered pursuant to this Section SECTION 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange CommissionSEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ Borrower’s behalf on IntraLinks IntraLinks/IntraAgency or another relevant websitewebsite (the “Informational Website”), if any, to which each Lender and the Administrative Agent have unrestricted access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein; provided that (A) the accommodation provided by the foregoing sentence shall not impair the right of the Administrative Agent, or any Lender through the Administrative Agent, to request and receive from the Borrower physical delivery of specific financial information provided for in every instance this SECTION 5.01 and (iB) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to give the Administrative Agent and each Lender (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificatesor if applicable, the Administrative Agent shall have no obligation give each Lender) written or electronic notice each time any information is delivered by posting to request the delivery or to maintain copies of the documents referred to above, and in any event Informational Website. The Credit Parties shall have no responsibility liability to monitor compliance by any Loan Party or any Credit Party associated with establishing and maintaining the Borrower with any such request for delivery, security and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu confidentiality of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand Informational Website and the Borrower (and as applicable its Subsidiaries) on the other handinformation posted thereto.

Financial Statements and Other Information. The Borrower Time Warner will furnish to the Administrative Agent at its New York office (which shall promptly furnish who will distribute copies to the Lenderseach Lender): (a) within 75 105 days after the end of each fiscal year of Time Warner (beginning with including the fiscal year ending March December 31, 20172010), the its audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such year and its unaudited Adjusted Financial Statements for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all and, (i) in the case of the audited financial statements, reported on by Deloitte LLP, Ernst & Young LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower Time Warner and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied and (ii) in the case of the Adjusted Financial Statements, certified by one of Time Warner’s Financial Officers as presenting fairly in all material respects the financial condition and results of operations of Time Warner and the consolidated Restricted Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that (x) so long as no Event of Default has occurred and is continuing, Time Warner shall not be required to furnish Adjusted Financial Statements for any fiscal year if all Unrestricted Subsidiaries (other than any such Unrestricted Subsidiaries that are already treated as equity investments on Time Warner’s financial statements) on a combined basis would not have constituted a Material Subsidiary for such fiscal year and (y) in no case shall the Borrower be required to deliver any financial statements of any Guarantor to any Lender; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of Time Warner, 2017): (i) the its unaudited interim consolidated balance sheet and related statements of operations operations, stockholders’ equity and cash flows and its unaudited Adjusted Financial Statements as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a one of Time Warner’s Financial Officer of the Borrower Officers as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower Time Warner and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that (x) so long as no Event of Default has occurred and is continuing, Time Warner shall not be required to furnish Adjusted Financial Statements for any fiscal quarter if all Unrestricted Subsidiaries (other than any such Unrestricted Subsidiaries that are already treated as equity investments on Time Warner’s financial statements) on a combined basis would not have constituted a Material Subsidiary for such fiscal quarter and (y) in no case shall the case Borrower be required to deliver any financial statements of all interim balance sheets of the Borrowerany Guarantor to any Lender; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): Time Warner (i) certifying 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; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01, (x6.02(a) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and 6.03(a) and (yj) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered 3.04, which has not been previously disclosed by Time Warner pursuant to this clause paragraph (c) ), and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor Company with the Securities and Exchange CommissionSEC or with any national securities exchange, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor any Company to its security holders generally, as the holders case may be (other than registration statements on Form S-8, filings under Section 16(a) or 13(d) of its securitiesthe Exchange Act and routine filings related to employee benefit plans); and (ge) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of Time Warner or any Obligorof its Subsidiaries, including information necessary to carry out “know your customer” requirements, or compliance with the terms of this Agreement and other Loan DocumentsAgreement, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequest (it being understood that Time Warner and such Subsidiaries shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure). Documents Information required to be delivered pursuant to this Section 5.01 paragraphs (to the extent any such documents are included in materials otherwise filed with the Securities a), (b) and Exchange Commission(d) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Time Warner provides notice to the Borrower posts such documentsAdministrative Agent, or provides a link thereto, on as the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and case may be the Administrative Agent have access (whether a commercialgives notice to the Lenders, third-party that such information has been posted on Time Warner’s website on the internet at the website address listed on the signature pages of such notice, at xxx.xxx.xxx or whether sponsored at another website identified in such notice and accessible by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower Lenders without charge; provided that Time Warner shall be required to provide deliver paper copies of the certificates required by reports and financial statements referred to in paragraphs (a), (b) and (d) of this Section 5.01(c) 5.01 to the Administrative Agent and (ii) the Borrower shall notify or any Lender when documents required who requests Time Warner to be delivered pursuant deliver such paper copies until written notice to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, cease delivering paper copies is given by the Administrative Agent shall have no obligation or such Lender. The Borrowers hereby acknowledge that (a) the Administrative Agent will make available to request the delivery Lenders and the Issuing Banks materials and/or information provided by or to maintain copies on behalf of the documents referred to aboveBorrowers hereunder (collectively, and in any event shall have no responsibility to monitor compliance “Borrower Materials”) by posting the Borrower with any such request for deliveryMaterials on IntraLinks, and each Lender shall be solely responsible for requesting delivery to it Debtdomain or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), another similar secure electronic system (b), (dthe “Platform”) and (eb) certain of the Lenders may be satisfied by delivering the corresponding “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent Guarantor Borrowers or their securities) (each, a “Public Lender”). The Borrowers hereby agree that so long as the Borrowers or any of their Affiliates is the issuer of any outstanding debt or equity securities that are registered or issued pursuant to a private offering or is actively contemplating issuing any such securities (i) the Borrowers shall act in good faith to ensure that all Borrower Materials that contain only publicly available information regarding the Borrowers and their business are clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (ii) by marking Borrower Materials “PUBLIC”, the Borrowers shall be deemed to have authorized the Administrative Agent, the Issuing Banks and the Lenders to treat such Borrower Materials as applicable its Subsidiariescontaining only public information with respect to the Borrowers and their business; (iii) in lieu all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor”; and (iv) the Administrative Agent shall be responsible for keeping any Borrower (and as applicable its Subsidiaries)Materials that are not marked “PUBLIC” outside the portion of the Platform designated “Public Investor”. Notwithstanding the foregoing, provided that concurrently with such delivery the Borrowers shall be under no obligation to xxxx any Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handMaterials “PUBLIC”.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders): (a) The Borrower shall supply to the Agent in sufficient copies for all the Lenders: (i) as soon as available and in any event within 75 ninety (90) days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017), the audited consolidated statements of operations, changes in stockholders’ equity and cash flows Fiscal Year of the Borrower Parent Guarantor, a copy of the annual audit report for such Fiscal Year for the Parent Guarantor and its Subsidiaries for such fiscal yearSubsidiaries, and the related audited containing a consolidated balance sheet for of the Borrower Parent Guarantor and its Subsidiaries as of the end of such fiscal yearFiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows (together with all footnotes thereto) of the Parent Guarantor and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing Fiscal Year (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such auditaudit or any going concern explanation or limitation), to accompanied by a certificate from the effect Parent Guarantor’s certified public accountant stating that such audited consolidated financial statements fairly present fairly in all material respects the financial condition and the results of operations of the Borrower Parent Guarantor and its Subsidiaries for such Fiscal Year on a consolidated basis in accordance with GAAP consistently appliedGAAP; (bii) as soon as available and in any event within 45 forty five (45) days after the end of each Fiscal Quarter of the first three fiscal quarters Parent Guarantor, an unaudited consolidated balance sheet of each fiscal year (beginning with June 30, 2017): (i) the Parent Guarantor and its Subsidiaries as of the end of such Fiscal Quarter and the related unaudited interim consolidated statements of operations income and cash flows of the Borrower Parent Guarantor and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) Fiscal Quarter and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal Year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in quarter and the case corresponding portion of the Parent Guarantor’s previous Fiscal Year; (iii) as soon as available and in any event within ninety (90) days after the end of each Fiscal Year of the Borrower, an unaudited balance sheetsheet of the Borrower for such Fiscal Year and the related unaudited statements of income of the Borrower for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year; (iv) as soon as available and in any event within forty five (45) days after the end of each Fiscal Quarter of the Borrower, an unaudited balance sheet of the Borrower as of the end of) of such Fiscal Quarter and the previous fiscal year, all certified by a Financial Officer related unaudited consolidated statements of income of the Borrower as presenting fairlyfor such Fiscal Quarter and the then elapsed portion of such Fiscal Year, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis setting forth in each case in accordance with GAAP, subject to year-end audit adjustments comparative form the figures for the corresponding quarter and the absence of footnotes in the case of all interim balance sheets corresponding portion of the Borrower’s previous Fiscal Year; (cb) concurrently with any the delivery of the financial statements under clause referred to in clauses (ai) or and (bii) above, a certificate of a Financial Officer Compliance Certificate signed by the chief financial officer or treasurer or controller of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): Parent Guarantor (i) certifying as to the accuracy of such financial statements, (ii) certifying as to whether there exists a Default has occurred andor Event of Default on the date of such certificate, and if a Default has occurredor an Event of Default exists, specifying the details thereof and any the action which the Borrower has taken or proposed proposes to be taken take with respect thereto; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations , and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof of GAAP has occurred since the later of the date of the Parent Guarantor’s audited financial statements as at March 31, 2016 referred to delivered in Section 3.04 and connection with the date closing of the last certificate delivered pursuant to this clause (c) Agreement and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (gc) promptly following any reasonable request therefor, such other information regarding the results of operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, Borrower as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent request and any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates information required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any a Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies in respect of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand“know your customer” requirements.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):: (a) within 75 days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017), the audited consolidated statements of operations, changes as soon as available and in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) event within 45 days after the end of the first three fiscal quarters of each fiscal year of Borrower (beginning or 60 days, in the case of the fourth fiscal quarter (until Borrower is a Publicly Reporting Company) and commencing with June the fiscal quarter ended September 30, 2017): 2015), the consolidated and (iif prepared by Borrower) consolidating balance sheets of Borrower and its Subsidiaries as of the unaudited interim end of such quarter, and the related consolidated and (if prepared by Borrower) consolidating statements of operations income, and cash flows of the Borrower and its Subsidiaries for such fiscal quarter (and the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at year through the end of such fiscal quarter, prepared in accordance with GAAP consistently applied, all in reasonable detail and setting forth (in each the case of consolidated financial statements) 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 preceding fiscal year, all certified by together with a Financial certificate of a Responsible Officer of the Borrower as presenting fairly, stating that such consolidated financial statements fairly present in all material respects, respects the consolidated financial condition of Borrower and its Subsidiaries as at such date and the consolidated results of operations of the Borrower and its Subsidiaries for the period ended on a consolidated basis in each case such date and have been prepared in accordance with GAAPGAAP consistently applied, subject to changes resulting from normal, year-end audit adjustments and except for the absence of footnotes notes; (b) as soon as available and in any event within 180 days after the end of each fiscal year of Borrower (commencing with the fiscal year ending December 31, 2015), the consolidated and (if prepared by Borrower) consolidating balance sheets of Borrower and its Subsidiaries as of the end of such fiscal year, and the related consolidated and (if prepared by Borrower) consolidating statements of income, shareholders’ equity and cash flows of Borrower and its Subsidiaries for such fiscal year, prepared in accordance with GAAP consistently applied, all in reasonable detail and setting forth (in the case of all interim balance sheets consolidated financial statements) in comparative form the figures for the previous fiscal year, accompanied by a report and opinion on such consolidated financial statements of PricewaterhouseCoopers LLP or another firm of independent certified public accountants of recognized national standing reasonably acceptable to the Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any qualification or exception as to the scope of such audit, and in the case of any prepared consolidating financial statements, certified by a Responsible Officer of Borrower; (c) concurrently together with any delivery of the financial statements under clause (arequired pursuant to Sections 8.01(a) or and (b) above), a compliance certificate of a Financial Responsible Officer of Borrower as of the Borrower substantially end of the applicable accounting period (which delivery may, unless a Lender requests executed originals, be by electronic communication including fax or email and shall be deemed to be an original authentic counterpart thereof for all purposes) in the form of Exhibit H E (with such modifications as reasonably agreed a “Compliance Certificate”) including any details of material issues that are raised by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereofauditors; (d) concurrently as soon as available, and in any event with any delivery 90 days of financial statements under clause (a) abovethe beginning of Borrower’s fiscal year, financial projections in a form substantially similar to budget approved by the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate Borrower’s board of a Financial Officer stating that directors for such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were preparedfiscal year; (e) promptly, and in any event within five Business Days after receipt thereof by a Responsible Officer of Borrower, copies of each notice or other correspondence received from any securities regulator or exchange to the authority of which Borrower may become subject from time to time concerning any investigation or possible investigation or other inquiry by such agency regarding financial or other operational results of Borrower; (f) the information regarding insurance maintained by Borrower and its Subsidiaries as soon required under Section 8.05; (g) promptly following Lenders’ request at any time, evidence of Borrower’s compliance with Section 10.01; (h) within five (5) days of delivery, copies of all statements, reports and notices made available to holders of Borrower’s Equity Interests or holders of Permitted Cure Debt in their capacities as possible after the delivery of such, provided that any compliance certificate required pursuant such material may be redacted by Borrower to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation exclude information relating to the Borrower and its Restricted Subsidiaries substantially in Lenders (including Borrower’s strategy regarding the form to be attached as Exhibit G Loans); and (with such modifications as reasonably agreed i) the information required by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and Management Rights Letter. Documents or information required to be delivered pursuant to the terms of the Spectrum Sale clauses (a), (b) and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (fh) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) 8.01 may be delivered electronically and if so deliveredBorrower is a Publicly Reporting Company, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted filed for public availability on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender SEC’s Electronic Data Gathering and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handRetrieval System.

Financial Statements and Other Information. The Borrower will furnish deliver to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) as soon as available and in any event within 75 90 days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017), the audited consolidated statements of operations, changes in stockholders’ equity and cash flows Fiscal Year of the Borrower Guarantor, a copy of the annual audit report for such Fiscal Year for the Guarantor and its Subsidiaries for such fiscal yearSubsidiaries, and the related audited containing a consolidated balance sheet for of the Borrower Guarantor and its Subsidiaries as of the end of such fiscal yearFiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows (together with all footnotes thereto) of the Guarantor and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing Fiscal Year (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such auditaudit or any going concern explanation or limitation), to accompanied by a certificate from the effect Guarantor’s certified public accountant stating that such audited consolidated financial statements fairly present fairly in all material respects the financial condition and the results of operations of the Borrower Guarantor and its Subsidiaries for such Fiscal Year on a consolidated basis in accordance with GAAP consistently appliedGAAP; (b) as soon as available and in any event within 45 days after the end of each Fiscal Quarter of the first three fiscal quarters Guarantor, an unaudited consolidated balance sheet of each fiscal year (beginning with June 30, 2017): (i) the Guarantor and its Subsidiaries as of the end of such Fiscal Quarter and the related unaudited interim consolidated statements of operations income and cash flows of the Borrower Guarantor and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) Fiscal Quarter and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal Year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in quarter and the case corresponding portion of the balance sheet, as of the end of) the Guarantor’s previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the BorrowerFiscal Year; (c) as soon as available and in any event within 90 days after the end of each Fiscal Year of the Borrower, an unaudited balance sheet of the Borrower for such Fiscal Year and the related unaudited statements of income of the Borrower for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year; (d) as soon as available and in any event within 45 days after the end of each Fiscal Quarter of the Borrower, an unaudited balance sheet of the Borrower as of the end of such Fiscal Quarter and the related unaudited consolidated statements of income of the Borrower for such Fiscal Quarter and the then elapsed portion of such Fiscal Year, setting forth in each case in comparative form the figures for the corresponding quarter and the corresponding portion of the Borrower’s previous Fiscal Year; (e) concurrently with any the delivery of the financial statements under clause referred to in clauses (a) or and (b) above, a certificate of a Financial Officer signed by the chief financial officer or treasurer or controller of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): Guarantor (i) certifying as to the accuracy of such financial statements, (ii) certifying as to whether there exists a Default has occurred andor Event of Default on the date of such certificate, and if a Default has occurredor an Event of Default exists, specifying the details thereof and any the action which the Borrower has taken or proposed proposes to be taken take with respect thereto; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations , and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof of GAAP has occurred since the later of the date of such the Guarantor’s audited financial statements as at March 31, 2016 referred to delivered in Section 3.04 and connection with the date closing of the last certificate delivered pursuant to this clause (c) Agreement and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder;; and (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any reasonable request therefor, such other information regarding the results of operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, Borrower as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent request and any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates information required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any a Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies in respect of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand“know your customer” requirements.

Financial Statements and Other Information. The Borrower Borrowers will furnish deliver to the Administrative Agent (which shall promptly furnish who will distribute to the Lenderseach Lender): (a) within 75 ninety (90) days after the end of each fiscal year Fiscal Year (beginning with the fiscal year ending March 31or, 2017)if Fortegra is not a public reporting company or owned by a company which is a public reporting company, the audited consolidated statements of operations, changes in stockholders’ equity one hundred and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of twenty (120) days after the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such auditFiscal Year), to commencing with the effect that such Fiscal Year ending December 31, 2021, an audited annual balance sheet of Fortegra and its consolidated Subsidiaries and related audited statements of income, cash flows and shareholders’ equity, and a report on the audited annual financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedby Fortegra’s independent registered public accounting firm; (b) within 45 sixty (60) days after the end of each of the first three fiscal quarters Fiscal Quarters of each fiscal year (beginning Fiscal Year, commencing with June the Fiscal Quarter ending September 30, 2017): (i) the 2020, an unaudited interim balance sheet of Fortegra and its consolidated Subsidiaries and related unaudited statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity income and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and reviewed pursuant to Statement on Auditing Standards No. 100 (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerany successor provision); (c) concurrently with any the delivery of the financial statements under clause referred to in clauses (a) or and (b) above, a certificate of a Financial Officer of the Borrower Compliance Certificate substantially in the form of Exhibit H (with such modifications as reasonably agreed I signed by a Responsible Officer of the Administrative Agent): Borrowers, (i) certifying as to whether there exists a Default has occurred andor Event of Default on the date of such certificate, and if a Default has occurredor an Event of Default then exists, specifying the details thereof and any the action which the Borrowers have taken or proposed propose to be taken take with respect thereto; , (ii) setting forth reasonably detailed in reasonable detail calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as each of the last applicable date leverage ratios set forth in Section 8.4 of incurrence thereunderthe Credit Agreement, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the latest delivery of the Borrowers’ audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (ca) above and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in ; provided however, that no action shall be required by the case of the financial statements Borrowers under this clause (aiii) aboveto the extent any such change in GAAP or the application thereof does not affect or apply to the Borrowers and their Subsidiaries, starting with those for including the fiscal year ended March 31, 2018, a reasonably detailed calculation presentation by the Borrowers of Excess Cash Flow for such fiscal year, along with a certification thereoftheir financial statements; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the results of operations, business affairs and financial condition of the Borrowers or any Obligor, or compliance with the terms of this Agreement and other Loan Documents, Subsidiary as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent at its New York office (which shall promptly furnish who will distribute copies to the Lenderseach Lender): (a) within 75 105 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the Borrower’s audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such year and the Borrower’s unaudited Adjusted Financial Statements for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all and, (i) in the case of the audited financial statements, reported on by Deloitte LLP, Ernst & Young LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied and (ii) in the case of the Adjusted Financial Statements, certified by one of the Borrower’s Financial Officers as presenting fairly in all material respects the financial condition and results of operations of the Borrower and the consolidated Restricted Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that (x) so long as no Event of Default has occurred and is continuing, the Borrower shall not be required to furnish Adjusted Financial Statements for any fiscal year if all Unrestricted Subsidiaries (other than any such Unrestricted Subsidiaries that are already treated as equity investments on the Borrower’s financial statements) on a combined basis would not have constituted a Material Subsidiary for such fiscal year and (y) in no case shall the Borrower be required to deliver any financial statements of any Guarantor to any Lender; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Borrower, 2017): (i) the Borrower’s unaudited interim consolidated balance sheet and related statements of operations operations, stockholders’ equity and cash flows and the Borrower’s unaudited Adjusted Financial Statements as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer one of the Borrower Borrower’s Financial Officers as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in footnotes; provided that (x) so long as no Event of Default has occurred and is continuing, the case of Borrower shall not be required to furnish Adjusted Financial Statements for any fiscal quarter if all interim balance sheets of Unrestricted Subsidiaries (other than any such Unrestricted Subsidiaries that are already treated as equity investments on the Borrower’s financial statements) on a combined basis would not have constituted a Material Subsidiary for such fiscal quarter and (y) in no case shall the Borrower be required to deliver any financial statements of any Guarantor to any Lender; (c) concurrently with any delivery of financial statements under clause paragraph (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01, (x6.02(a) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and 6.03(a) and (yi) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and 3.04, which has not been previously disclosed by the date of the last certificate delivered Borrower pursuant to this clause (c) Section 5.01, and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor Company with the Securities and Exchange CommissionSEC or with any national securities exchange, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor any Company to its security holders generally, as the holders case may be (other than registration statements on Form S-8, filings under Sections 16(a) or 13(d) of its securitiesthe Exchange Act and routine filings related to employee benefit plans); and (ge) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and other Loan DocumentsAgreement, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequest (it being understood that the Borrower and such Subsidiaries shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure). Documents Information required to be delivered pursuant to this Section 5.01 paragraphs (to the extent any such documents are included in materials otherwise filed with the Securities a), (b), (c) and Exchange Commission(d) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documentsprovides notice to the Administrative Agent, or provides a link theretoas the case may be the Administrative Agent gives notice to the Lenders, that such information has been posted on the Borrower’s website; or (ii) on which such documents are posted website on the Obligors’ behalf internet at the website address listed on IntraLinks the signature pages of such notice, at xxx.xxx.xxx or at another relevant website, if any, to which each Lender website identified in such notice and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored accessible by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) Lenders without charge; provided that the Borrower shall be required to provide deliver paper copies of the certificates required by Section 5.01(c) to the Administrative Agent reports and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents financial statements referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(aparagraphs (a), (b), (dc) and (ed) of this Section 5.01 to the Administrative Agent or any Lender who requests the Borrower to deliver such paper copies until written notice to cease delivering paper copies is given by the Administrative Agent or such Lender. The Borrower hereby acknowledges that (a) the Administrative Agent will make available to the Lenders materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar secure electronic system (the “Platform”) and (b) certain of the Lenders may be satisfied by delivering the corresponding “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Parent Guarantor Borrower or its securities) (each, a “Public Lender”). The Borrower hereby agrees that so long as the Borrower or any of its Affiliates thereof is the issuer of any outstanding debt or equity securities that are registered or issued pursuant to a private offering or is actively contemplating issuing any such securities (i) the Borrower shall act in good faith to ensure that all Borrower Materials that contain only publicly available information regarding the Borrower and its business are clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (ii) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent and the Lenders to treat such Borrower Materials as applicable containing only public information with respect to the Borrower and its Subsidiariesbusiness; (iii) in lieu all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (iv) the Administrative Agent shall be responsible for keeping any Borrower (and as applicable its Subsidiaries)Materials that are not marked “PUBLIC” outside the portion of the Platform designated “Public Investor.” Notwithstanding the foregoing, provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates shall be under no obligation to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the xxxx any Borrower (and as applicable its Subsidiaries) on the other handMaterials “PUBLIC.”

Financial Statements and Other Information. The Borrower FCX will furnish to the Administrative Agent and each Lender for each of FCX and PTFI (which shall promptly furnish for purposes of this Section 5.01, each of FCX and PTFI is referred to the Lendersas a “Reporting Person”): (a) within 75 95 days after the end of each fiscal year (of such Reporting Person, beginning with the fiscal year ending March 312007, 2017), the an audited consolidated balance sheet of such Reporting Person and its consolidated Subsidiaries and related consolidated statements of operationsincome, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, Ernst & Young LLP or other registered independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower such Reporting Person and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that PTFI shall only be required to furnish such audited reports for any fiscal year to the extent otherwise available, and if such audited reports are not otherwise available for any fiscal year, PTFI shall instead within 95 days after the end of such fiscal year, furnish an unaudited consolidated balance sheet of PTFI and its consolidated Subsidiaries and related unaudited consolidated statements of income, stockholders’ equity and cash flows as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all certified by one of its Financial Officers as presenting fairly in all material respects the financial condition and results of operations of PTFI 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; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of such Reporting Person, 2017): (i) the an unaudited interim consolidated balance sheet of such Reporting Person and its consolidated Subsidiaries and related consolidated statements of operations income as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and related consolidated statements of income and cash flows for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a one of its Financial Officer of the Borrower Officers as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower such Reporting Person and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) concurrently with any delivery of financial statements of FCX under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): FCX (i) certifying 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; , (ii) at any time that any Revolving Exposure is outstanding (other than outstanding Letters of Credit that have been fully cash collateralized in accordance with Section 2.05(j)), setting forth reasonably detailed calculations demonstrating compliance with the Financial Covenants, (iii) setting forth reasonably detailed calculations of (w) Consolidated Net Income, Consolidated Adjusted Net Income, Consolidated EBITDA, Consolidated Total Assets, Consolidated Revenues, Equity Proceeds, Restricted Uses and the outstanding amount Restricted Uses Basket as at the end of Relevant Obligations and demonstrating compliance with for the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderfiscal period, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iiiiv) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; , (ivv) in identifying all Subsidiaries (other than Immaterial Subsidiaries) formed or acquired since the case end of the financial statements under clause previous fiscal quarter and indicating whether each such Subsidiary is a Restricted Subsidiary or an Unrestricted Subsidiary, and (avi) above, starting certifying as to compliance with those for all Exchange Filing Requirements or specifying the fiscal year ended March 31, 2018, a reasonably detailed calculation details of Excess Cash Flow for such fiscal year, along any noncompliance and any action taken or proposed to be taken with a certification thereofrespect thereto; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer the accountants that reported on such financial statements stating that whether they obtained knowledge during the course of their examination of such Projections were prepared in good faith and based upon assumptions that were believed financial statements of any Event of Default under Section 6.14 or 6.15 (which certificate may be limited to be reasonable at the time such Projections were preparedextent required by accounting rules or guidelines); (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than at least 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating prior to the Borrower commencement of each fiscal year of FCX, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and its Restricted Subsidiaries substantially related consolidated statements of projected income and cash flow, in the form to be attached each case as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale end of and Leaseback transaction to for such fiscal year, and setting forth the holders of the material underlying assumptions applicable Indebtedness thereunderthereto); (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials publicly filed by any Obligor either Borrower with the Securities and Exchange Commission, Commission or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor (other than amendments to any registration statement (to the holders extent such registration statement, in the form it became effective, is delivered), exhibits to any registration statement and, if applicable, any registration statement on Form S-8) and in any case not otherwise required to be delivered to the Administrative Agent pursuant hereto; (g) in the case of PTFI, (x) copies to the Administrative Agent of all notices alleging or claiming a breach or default or with respect to any matter which could reasonably be expected to have a material adverse effect upon the FI Collateral and Rights (i) by or to Indonesian Governmental Authorities in connection with the FI Project or pursuant to the Contract of Work or the Memorandum of Understanding or (ii) by or to or from its securitiesstockholders alleging or claiming a breach or default relating to their shareholding in PTFI or with respect to any other matter, and (y) a copy of any proposed amendment to the Contract of Work or Memorandum of Understanding prior to execution and delivery thereof; and (gh) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of such Borrower or any ObligorRestricted Subsidiary, or compliance with the terms of this Agreement and other any Loan DocumentsDocument, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish Company will, upon the written request of the Purchaser, deliver to the Administrative Agent Purchaser (which so long as the Purchaser holds any portion of the Warrant and this covenant is in effect, except the Company shall promptly furnish have no such obligation while its Registration Statement on Form S-1 (No. 333-76899) is on file with the SEC and has not been abandoned or withdrawn) and to each transferee of the Lenders):Purchaser who has acquired and holds the Warrant (i) as soon as available but in any event within 30 days after the end of each monthly accounting period in each fiscal year, (a) unaudited consolidated statements of income and cash flows and changes in consolidated financial position of the Company and its Subsidiaries for such monthly period and for the period from the beginning of the fiscal year to the end of such monthly period and consolidated balance sheets of the Company and its Subsidiaries as of the end of such monthly period, setting forth in each case comparisons to the annual budget and to the corresponding period in the preceding fiscal year, all prepared in accordance with generally accepted accounting principles, consistently applied, and (b) a management summary of the month's events including new business development, material legal matters, bookings, backlogs, staffing levels, and sales projections; (ii) accompanying the statements referred to in subparagraph (i), an Officer's Certificate stating that there is no Event of Noncompliance in existence and that there has occurred no event of default under any other material agreement to which the Company or any of its Subsidiaries is a party or, if any Event of Noncompliance or any such event of default exists, specifying the nature and period of existence thereof, and what actions the Company and its Subsidiaries have taken and propose to take with respect thereto; (iii) as soon as practicable and in any event within 75 90 days after the end of each fiscal year (beginning with the fiscal year ending March 31year, 2017), the audited consolidated statements of operations, changes in stockholders’ equity income and cash flows and changes in financial position of the Borrower Company and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for sheets of the Borrower Company and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form comparisons to the corresponding figures for the previous preceding fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis prepared in accordance with GAAP generally accepted accounting principles, consistently applied, and accompanied by, with respect to the consolidated portions of such statements, an audit opinion by a Big Five public accounting firm selected by the Company; (biv) within 45 promptly upon receipt thereof, a copy of the annual management letter of the Company's independent accountants to the Company's board of directors and any additional reports, management letters or other detailed information concerning significant aspects of the Company's operations and financial affairs given to the Company by its independent accountants (and not otherwise contained in other materials provided hereunder); (v) at least 30 days after prior to the end of the first three fiscal quarters of each fiscal year (beginning with June 30year, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and an annual operating budget prepared on a monthly basis for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower Company and its Subsidiaries for the then elapsed portion succeeding fiscal year (displaying anticipated statements of income, changes in financial position and balance sheets) and an annual budget for capital expenditures of the fiscal yearCompany and its Subsidiaries, andwhich budgets shall be approved by the Company's board of directors, and promptly upon preparation thereof any other significant budgets which the Company prepares, and any revisions of such annual or other budgets; (iiivi) promptly (but in any event within five business days) after the unaudited interim consolidated balance sheet for discovery or receipt of notice of any Event of Noncompliance, any event of default under any material agreement to which it or any of its Subsidiaries is a party, or any other material adverse event or circumstance affecting the Borrower Company or any Subsidiary (including the filing of any material litigation against the Company or any Subsidiary which, if determined adversely, would have a material adverse effect on the business, assets, financial condition, results of operations or prospects of the Company and its Subsidiaries taken as at a whole), an Officer's Certificate specifying the end nature and period of such fiscal quarter, setting forth in each case in comparative form existence thereof and what actions 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower Company and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject have taken and propose to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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 take with respect thereto; (iivii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as promptly upon transmission thereof, copies of the last applicable date of incurrence thereunderCompany's Annual Reports on Form 10-K, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements Quarterly Reports on Form 10-Q and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred Annual Reports to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise Stockholders filed with the Securities and Exchange Commission; and (viii) with reasonable promptness, such other information and financial data concerning the Company as any Person entitled to receive materials under this Section 3.1 may be delivered electronically reasonably request. Except as otherwise required by law or judicial order or decree or by any governmental regulatory agency or authority, the Purchaser and if so delivered, shall be deemed each Person receiving information regarding the Company pursuant to have been delivered on Sections 3.1 or 3.2 will use commercially reasonable efforts to maintain the date (i) on confidentiality of all nonpublic information obtained by it hereunder which the Borrower posts Company has reasonably designated as proprietary or confidential in nature; provided that each such documents, Person may disclose any financial information regarding the Company and its Subsidiaries in connection with the transfer of the Warrant or provides a link thereto, on the Borrower’s website; or (ii) on which Underlying Common Stock if such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, Person's transferee agrees in writing to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored be bound by the Administrative Agent)provisions hereof. Notwithstanding anything contained hereinAs a condition to disclosure of such information to any Person other than the Purchaser, in every instance (i) the Borrower shall be required to provide paper copies Company may request receipt of the certificates required written confirmation by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent such Person that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance Person will abide by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handforegoing confidentiality provisions.

Financial Statements and Other Information. The Borrower will furnish Company shall, upon the request of any Member who holds more than 5% of the outstanding Common Units, deliver to the Administrative Agent (which shall promptly furnish to the Lenders):such Member: (a) as soon as available but in any event within 75 30 days after the end of each fiscal year (beginning with the fiscal year ending March 31monthly accounting period in each Fiscal Year, 2017), the audited unaudited consolidating and consolidated statements of operations, changes in stockholders’ equity income and cash flows of the Borrower Company and its Subsidiaries for such fiscal yearmonthly period and for the period from the beginning of the Fiscal Year to the end of such month, and the related audited unaudited consolidating and consolidated balance sheet for sheets of the Borrower Company and its Subsidiaries as of the end of such fiscal yearmonthly period, setting forth in each case in comparative form comparisons to the annual budget and to the corresponding figures for period in the previous fiscal yearpreceding Fiscal Year, and all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis shall be prepared in accordance with GAAP GAAP, consistently applied, subject to the absence of footnote disclosures and to normal year-end adjustments, and shall be accompanied by an officer's certificate; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30quarterly accounting period in each Fiscal Year, 2017): (i) the unaudited interim consolidating and consolidated statements of operations income and cash flows of the Borrower Company and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) quarterly period, and for the then elapsed portion unaudited consolidating and consolidated balance sheets of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower Company and its Subsidiaries as at of the end of such fiscal quarterquarterly period, setting forth in each case in comparative form comparisons to the figures for annual budget and to the corresponding period or periods of (or, in the case of the balance sheetpreceding Fiscal Year, as of the end of) the previous fiscal year, and all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case such statements shall be prepared in accordance with GAAP, consistently applied, subject to the absence of footnote disclosures and to normal year-end audit adjustments adjustments, and the absence of footnotes in the case of all interim balance sheets of the Borrowershall be accompanied by an officer's certificate; (c) concurrently with any delivery within 90 days after the end of financial each Fiscal Year, audited consolidating and consolidated statements under clause (a) or (b) above, a certificate of a Financial Officer income and cash flows of the Borrower substantially Company and its Subsidiaries for such Fiscal Year, and audited consolidating and consolidated balance sheets of the Company and its Subsidiaries as of the end of such Fiscal Year, setting forth in each case comparisons to the form of Exhibit H (annual budget and to the preceding Fiscal Year, all prepared in accordance with such modifications as reasonably agreed GAAP, consistently applied, and accompanied by the Administrative Agent): (i) certifying 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; to the consolidated portions of such statements, an opinion of an independent accounting firm of recognized national standing, (ii) setting forth reasonably detailed calculations a certificate from such accounting firm, addressed to the Board, stating that in the course of (w) its examination nothing came to its attention that caused it to believe that there was any default by the outstanding amount Company or any Subsidiary in the fulfillment of Relevant Obligations and demonstrating or compliance with the Applicable Debt Cap Test as any of the last applicable date of incurrence thereunderterms, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered therebycovenants, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof;provisions or (d) concurrently with promptly upon receipt thereof, any delivery additional reports, management letters or other detailed information concerning significant aspects of the Company's operations or financial statements under clause (a) above, financial projections in a form substantially similar affairs given to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date Company by its independent accountants (collectively, the “Projections”and not otherwise contained in other materials provided hereunder), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after at least 30 days prior to the delivery end of any compliance certificate required pursuant to 5.01(ceach Fiscal Year, an annual budget prepared on a monthly basis for the Company and its Subsidiaries for the following Fiscal Year (displaying anticipated statements of income and cash flows and balance sheets), but no later than and following preparation thereof quarterly revisions of such budget and any other significant budgets prepared by the Company or its Subsidiaries, and within 30 days after any monthly period in which there is a material adverse deviation from the date a quarterly compliance annual budget, an officer's certificate is required explaining the deviation and what actions the Company has taken and proposes to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (take with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder;respect thereto; and (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request thereforreasonable promptness, such other information regarding the operations, business affairs and financial condition of data concerning the Company and its Subsidiaries as any Obligor, or compliance with the terms of Person entitled to receive information under this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) Article 10 may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish So long as the Contributors or their Permitted Transferees have the right to appoint the Contributor Manager, the Contributor Manager shall receive all information and documents made available to any other Manager of the same time it is made available to such other Manager, and the LLC shall deliver to such Contributor, and to the Administrative Agent (which extent requested by a holder of Class D Units, so long as such holder is employed by the LLC or one of its Subsidiaries, the LLC shall promptly furnish deliver to the Lenders):such holder of Class D Units: (a) as soon as available but in any event within 30 days after the end of each monthly accounting period in each fiscal year, unaudited consolidated statements of income and cash flows of the LLC and its Subsidiaries for such monthly period and for the period from the beginning of the fiscal year to the end of such month, and consolidated balance sheets of the LLC and its Subsidiaries as of the end of such monthly period, all prepared in accordance with United States generally accepted accounting principles, consistently applied (“GAAP”), subject to the absence of footnote disclosures, normal year-end adjustments and such other departures from GAAP as the Board may authorize; (b) as soon as available but in any event within 45 days after the end of each quarterly accounting period in each fiscal year, unaudited consolidating and consolidated statements of income and cash flows of the LLC and its Subsidiaries for such quarterly period and for the period from the beginning of the fiscal year to the end of such quarter, and consolidating and consolidated balance sheets of the LLC and its Subsidiaries as of the end of such quarterly period, all prepared in accordance with GAAP, subject to the absence of footnote disclosures, normal year-end adjustments and such other departures from GAAP as the Board may authorize; and (c) as soon as available but in any event within 75 days after the end of each fiscal year (beginning with the fiscal year ending March 31year, 2017), the audited consolidating and consolidated statements of operations, changes in stockholders’ equity income and cash flows of the Borrower LLC and its Subsidiaries for such fiscal year, and the related audited consolidating and consolidated balance sheet for sheets of the Borrower LLC and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis prepared in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 audited by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handnationally recognized independent accounting firm.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders): (a) Each US Borrower shall keep proper books and records in which true and complete entries shall be made of all dealings or transactions of or in relation to the Collateral and the business of such US Borrower and its Subsidiaries in accordance with GAAP and each US Borrower shall furnish or cause to be furnished to Agent and Tranche B Agent: (i) within 75 twenty (30) days after the end of each fiscal month or within forth-five (45) days after the end of a fiscal month that is the month end of a fiscal quarter of SMTC Corporation, monthly unaudited financial statements of Canadian Borrower and US Borrowers and unaudited consolidating financial statements of SMTC Corporation (including in each case balance sheets, statements of income and loss, statements of cash flow, statements of shareholders’ equity, sales backlog reports and sales and profitability reports for the ten (10) largest customers of SMTC and its Subsidiaries), all in reasonable detail, fairly presenting the financial position and the results of the operations of US Borrowers, Canadian Borrower and SMTC Corporation and their respective Subsidiaries as of the end of and through such fiscal month; (ii) within forty-five (45) days after the end of each fiscal quarter of SMTC Corporation, quarterly unaudited financial statements of Canadian Borrower and US Borrowers and unaudited consolidating financial statements of SMTC Corporation (including in each case balance sheets, statements of income and loss, statements of cash flow, statements of shareholders’ equity, sales backlog reports and sales and profitability reports for the ten (10) largest customers of SMTC and its Subsidiaries), all in reasonable detail, fairly presenting the financial position and the results of the operations of US Borrowers, Canadian Borrower and SMTC Corporation and their respective Subsidiaries as of the end of and through such fiscal quarter together with a certificate of the chief financial officer of each US Borrower in form and content satisfactory to US Lenders (each, an “Officer’s Compliance Certificate”) setting out the Total Leverage Ratio for the calculation of the Applicable Margin and compliance with Sections 8.18, 8.22, 8.23 and 8.24, each as at the end of the most recent fiscal quarter of SMTC Corporation, and the calculations used to determine such ratio and compliance and attaching the financial statements used to determine such ratio and compliance; (iii) within ninety (90) days after the end of each fiscal year (beginning with the fiscal year ending March 31of SMTC Corporation, 2017), the audited consolidated financial statements of operationsSMTC Corporation (which includes US Borrowers, Canadian Borrower and their respective Subsidiaries (including in each case balance sheets, statements of income and loss, statements of changes in stockholdersfinancial position and statements of shareholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal yearequity)), and the related audited consolidated balance sheet for accompanying notes thereto, all in reasonable detail, fairly presenting the Borrower financial position and the results of the operations of the applicable Person and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form together with the corresponding figures for the previous fiscal yearunqualified opinion of independent chartered accountants, all reported on which accountants shall be an independent accounting firm selected by Deloitte LLPSMTC Corporation and acceptable to US Lenders, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case have been prepared in accordance with GAAP, subject to year-end audit adjustments and present fairly the absence results of footnotes in the case of all interim balance sheets operations and financial condition of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof applicable Person and any action taken or proposed to be taken with respect thereto; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test its Subsidiaries as of the last applicable date end of incurrence thereunder, (x) if any Disposition of Spectrum occurred in and for the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificateyear then ended; (iv) in not less than sixty (60) days prior to the case end of the each fiscal year of SMTC Corporation, annual financial statements under clause (a) above, starting with those projections for the next fiscal year ended March 31of SMTC Corporation and its Subsidiaries, 2018which shall be approved by US Lenders and shall include a projected consolidated balance sheet, income statement and statement of cash flow, prepared on a reasonably detailed calculation of Excess Cash Flow monthly basis for such fiscal year, along proposed budgets for operating and capital expenditures, acquisitions and related financing costs for SMTC Corporation and its Subsidiaries, details of all management salaries and bonuses, and such other information as may be requested by Agent and Tranche B Agent; and (v) not less than thirty (30) days prior to the end of each fiscal quarter of SMTC Corporation, quarterly financial projections for the next fiscal quarter of SMTC Corporation and its Subsidiaries, which shall be approved by US Lenders and shall include a projected consolidated balance sheet, income statement and statement of cash flow, prepared on a monthly basis for such fiscal quarter, proposed budgets for operating and capital expenditures, acquisitions and related financing costs for SMTC Corporation and its Subsidiaries, details of all management salaries and bonuses, and such other information as may be requested by Agent and Tranche B Agent. (b) Each US Borrower shall promptly notify Agent and Tranche B Agent in writing of the details of (i) any loss, damage, investigation, action, suit, proceeding or claim relating to the Collateral or any other property which is security for the Obligations or which would result in any material adverse change in its business, properties, assets, goodwill or condition, financial or otherwise, (ii) the occurrence of any Default or Event of Default and (iii) any ERISA Event. (c) Each US Borrower shall promptly after the sending or filing thereof furnish or cause to be furnished to Agent and Tranche B Agent copies of all reports which it sends to its shareholders generally and copies of all reports and registration statements which it files with a certification thereof;any provincial securities commission or securities exchange. (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections Each US Borrower shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed furnish or cause to be reasonable at furnished to Agent and Tranche B Agent such budgets, forecasts, projections and other information respecting the Collateral and the business of US Borrowers, as Agent and Tranche B Agent may, from time such Projections were prepared; (e) as soon as possible after the delivery to time, request. Agent and Tranche B Agent are hereby authorized to deliver a copy of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation financial statement or any other information relating to the Borrower business of US Borrowers to (i) any court or other government agency as required or requested by such court or other government agency or if Agent and its Restricted Subsidiaries substantially in the form Tranche B Agent reasonably believe it is compelled to be attached as Exhibit G do so by any court decree, subpoena or legal or administrative order or process or (with ii) any participant or assignee or prospective participant or assignee provided such modifications as reasonably agreed by the Administrative Agent) prospective participant or assignee agrees to maintain such information confidential and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required not disclose it to be delivered any other Person pursuant to the terms of the Spectrum Sale a confidentiality agreement satisfactory to US Lenders and Leaseback transaction entered into between Agent and such prospective participant or assignee or until such prospective participant or assignee becomes a participant or assignee pursuant to the holders terms of Section 11.4 hereof. Each US Borrower hereby irrevocably authorizes and directs all accountants or auditors to deliver to Agent and Tranche B Agent, at US Borrowers’ expense, copies of the applicable Indebtedness thereunder; financial statements of US Borrowers and any reports or management letters prepared by such accountants or auditors on behalf of US Borrowers and to disclose to Agent and Tranche B Agent such information as they may have regarding the business of US Borrowers. Any documents, schedules, invoices or other papers delivered to Agent and Tranche B Agent may be destroyed or otherwise disposed of by Agent and Tranche B Agent one (f1) promptly year after the same become publicly availableare delivered to Agent and Tranche B Agent, furnish all periodic except as otherwise designated by US Borrowers to Agent and other reports, proxy statements and other materials filed by any Obligor with Tranche B Agent in writing. (e) Each US Borrower shall within five (5) Business Days after the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all end of the functions of said Commission or distributed by such Obligor to the holders each month provide a certificate of its securities; and (g) promptly following any request thereforchief financial officer, such other information regarding the operationsin form and content satisfactory to US Lenders, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included certifying that it has paid in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date full: (i) on which the Borrower posts all rent and other amounts due and payable with respect to any Leased Real Property during such documents, or provides a link thereto, on the Borrower’s websitemonth; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement all payments and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) amounts due and (e) may be satisfied by delivering the corresponding information payable with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with any Pension Plan or any material contract during such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handmonth.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish for distribution to each Lender, except to the Lenders):extent that such recipient (or proposed recipient) has not executed and delivered a non-reliance letter, confidentiality agreement or similar agreement, in each case, requested or required by any other Person (including any Independent Valuation Provider or Approved Third-Party Appraiser) in connection with the furnishing of such deliverable, as applicable: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated statements of assets and liabilities and the related audited consolidated statements of operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte LLP, & Touche LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the reports filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year if the Borrower is then reporting with the SEC; (b) within 45 90 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30of the Parent, 2017): (i) the unaudited interim audited consolidated statements of operations assets and liabilities and the related audited consolidated statements of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower Parent and its Subsidiaries for the then elapsed portion on a consolidated basis as of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of and for such fiscal quarteryear, setting forth in each case in comparative form the figures for the corresponding period previous fiscal year (to the extent full fiscal year information is available), all reported on by Deloitte & Touche LLP or periods other independent public accountants of recognized national standing to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Parent and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (b) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the reports filed by the Parent with the SEC on Form 10-K for the applicable fiscal year; BUSINESS.29745768.5 (c) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, the consolidated statements of assets and liabilities and the related consolidated statements of operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Borrower and its Subsidiaries on a consolidated basis 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 (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (c) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the reports filed by the Borrower with the SEC on Form 10-Q for the applicable quarterly period if the Borrower is then reporting with the SEC; (d) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Parent, the consolidated statements of assets and liabilities and the related consolidated statements of operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Parent and its Subsidiaries on a consolidated basis 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 (or, in the case of all interim balance sheets the statement of assets and liabilities, as of the Borrowerend of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly in all material respects the financial condition and results of operations of the Parent and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes; provided that the requirements set forth in this clause (d) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the reports filed by the Parent with the SEC on Form 10-Q for the applicable quarterly period; (ce) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (c) or (d) and of this Section (e) may be satisfied by delivering the corresponding information or, solely with respect to clause (vi) of this Section 5.01(e), within ten the Parent Guarantor requirements in clause (and as a), (b), (c) or (d) of this Section are not fulfilled by the Borrower delivering the applicable its Subsidiariesreport or reports delivered to (or filed with) in lieu of the SEC, certifying that such statements are consistent with the financial statements filed by the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery if the Borrower delivers a reconciliation setting forth in reasonable detail is then filing such financial statements with the differences between such information SEC) and/or the Parent, as it relates to applicable, with the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.SEC,

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which a) Borrowers shall promptly furnish to Agent all such financial and other information as Agent shall reasonably request relating to the Lenders):Collateral and the assets, businesses and operations of Borrowers. Without limiting the foregoing, Borrowers shall furnish to Agent, in such detail as it shall request, the following: (ai) within 75 As soon as available, but in any event not later than ninety (90) days after the end close of each fiscal year (beginning with the fiscal year ending March 31year, 2017), the audited consolidated balance sheets, statements of operations, changes in stockholders’ equity earnings and retained earnings and cash flows of the Borrower for Borrowers and its their Subsidiaries for such fiscal year, and the related audited consolidated accompanying notes thereto, and, if requested by Agent, unaudited consolidating balance sheet sheets, statements of earnings and retained earnings and cash flows for the Borrower and its Subsidiaries as of the end of Borrowers for such fiscal year, and the accompanying notes thereto, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLPin reasonable detail, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects presenting the financial condition position and the results of operations of Borrowers and their Subsidiaries as at the Borrower date thereof and its Subsidiaries on a consolidated basis for the fiscal year then ended, and prepared in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim . Such audited consolidated statements of operations Borrowers and their Subsidiaries shall be examined in accordance with generally accepted auditing standards by and accompanied by a report thereon unqualified as to scope of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion a nationally recognized firm of the fiscal year,independent certified public accountants selected by Borrowers. (ii) As soon as available, but in any event not later than forty-five (45) days after the unaudited interim consolidated statements close of changes in stockholders’ equity and cash flows each fiscal quarter other than the fourth quarter of the Borrower and its Subsidiaries for the then elapsed portion of the a fiscal year, and (iii) the consolidated and consolidating unaudited interim consolidated balance sheet for the Borrower sheets of Borrowers and its their Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures and consolidated and consolidating unaudited statements of income and expense and statements of cash flow for Borrowers and their Subsidiaries for such quarter and for the corresponding period or periods of (or, in from the case beginning of the balance sheet, as of fiscal year to the end of) of such quarter, together with the previous fiscal yearaccompanying notes thereto, all certified by a Financial Officer of the Borrower as in reasonable detail, fairly presenting fairly, in all material respects, the financial condition position and results of operations operation of Borrowers and their Subsidiaries as at the Borrower date thereof and its Subsidiaries on a consolidated basis in each case for such periods, prepared in accordance with GAAPGAAP consistently applied. Such statements shall be certified to be correct by the chief financial officer of Borrowers, to the best of his knowledge, subject to normal year-end audit adjustments and adjustments. (iii) As soon as available, but in any event not later than thirty (30) days after the absence end of footnotes in the case of all interim each month, consolidated unaudited balance sheets of Borrowers and their Subsidiaries as at the Borrower;end of such month, and consolidated unaudited statements of income and expenses for Borrowers and their Subsidiaries for such month and for the period from the beginning of the fiscal year to the end of such month, all in reasonable detail, fairly presenting the financial position and results of operation of Borrowers and their Subsidiaries as at the date thereof and for such periods, and prepared substantially in accordance with the current practices of Borrowers. Such statements shall be certified to be correct by the chief financial officer of Borrowers, to the best of his knowledge, subject to normal year-end adjustments. (civ) concurrently with any delivery With each of the audited financial statements under clause (a) or (bdelivered pursuant to Section 7.17(a)(i) above, a certificate of a Financial Officer of the Borrower substantially in independent certified public accountants that examined such statements to the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof effect that they have reviewed and any action taken or proposed to be taken with respect thereto; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance are familiar with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderFinancing Agreements and that, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered therebyexamining such financial statements, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type they did not become aware of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP fact or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate condition of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery financial or accounting nature which then constituted an Event of any compliance certificate required pursuant to 5.01(c)Default, but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements except for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant websitethose, if any, to which described in reasonable detail in such certificate. (v) Simultaneously with the delivery of each Lender of the annual audited and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained quarterly unaudited financial statements as set forth herein, in every instance (i) the Borrower Agent and Lenders shall be required to provide paper copies receive a certificate of the certificates required by Section 5.01(cchief financial officer of Borrowers (A) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between calculations required to establish that Borrowers were in compliance with the covenants set forth in Sections 7.18 and 7.19 hereof during the period covered in such financial statements and (B) stating that, except as explained in reasonable detail in such certificate, and to the best of his knowledge, (1) all of the representations, warranties and covenants of Borrowers contained in this Agreement and the other Financing Agreements are correct and complete as at the date of such certificate and (2) no Event of Default then exists or existed during the period covered by such financial statements. If such certificate discloses that a representation or warranty is not correct or complete, or that a covenant has not been complied with, or that an Event of Default existed or exists, such certificate shall set forth what action Borrowers have taken or propose to take with respect thereto. (vi) No sooner than ninety (90) days prior to, and no less than, thirty (30) days after the beginning of each fiscal year of Borrowers, projected balance sheets, statements of income and expense, and statements of cash flow for Borrowers and their Subsidiaries as at the end of and for each month of such fiscal year. (vii) Promptly after delivery thereof, any management letters and reports by such independent certified public accountants to Borrowers or their Subsidiaries. (viii) As reasonably requested by Agent, monthly accounts receivable agings and inventory reports (by product and location), weekly reports of all Inventory purchases (including all costs related thereto, such as freight, duty and taxes), weekly reports of sales of Inventory and downward adjustments of Inventory values, and such schedules of Accounts and Inventory, together with any further financial and other information regarding the Collateral, as Agent and Lenders may request from time to time. (b) Borrowers shall promptly notify Agent and Lenders in writing of any material loss, damage, investigation, action, suit, proceeding or claim relating to the Collateral or which might result in any material adverse change in its business, properties, assets, goodwill or condition, financial or otherwise. (c) Borrowers shall promptly provide Agent and Lenders such budgets, forecasts, projections and other information respecting the business operations and financial or other condition of Borrowers and their Subsidiaries, as Agent and Lenders may, from time to time, reasonably request. (d) Agent and Lenders are hereby authorized to deliver a copy of any financial statement or any other information relating to the business, operations or financial condition of Borrowers or their Affiliates and Subsidiaries, which may be furnished to it hereunder or otherwise, to any court, regulatory body or agency having jurisdiction over Agent and Lenders or to any other Person which shall, or shall have any right or obligation to, succeed to all or any part of Agent's and Lenders' interests in any of the Revolving Loans, this Agreement, the other Financing Agreements or the Collateral, including, without limitation, any Participant or prospective Participant. (e) Borrowers hereby irrevocably authorize and direct all accountants or auditors to deliver to Agent, at Borrowers' expense, copies of the financial statements of Borrowers and any reports or management letters addressed to the Board of Directors or audit committee, in either case, of a Borrower or Holdings prepared by such accountants or auditors on behalf of Borrowers or Holdings and to disclose to Agent such information as it relates they may have regarding the business of Borrowers, provided, that, (i) Agent shall only request such financial statements, reports, management letters or other information from the accountants or auditors pursuant to such authorization and direction in the Parent Guarantor event that Borrowers shall not provide any of the same to Agent in accordance with the terms hereof, within five (5) Business Days after any of the same are required to be delivered hereunder and as applicable its Subsidiaries(ii) on Agent shall notify Borrowers of any such request concurrently with the one hand and the Borrower (and as applicable its Subsidiaries) on the other handmaking of such request.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent for distribution to each Lender (which provided that, the Administrative Agent shall promptly furnish not be required to distribute any document or report to any Lender to the Lendersextent such distribution would cause the Administrative Agent to breach or violate any agreement that it has with another Person (including any non-reliance or non-disclosure letter with any Approved Third-Party Appraiser)): (a) within 75 90 days after the end of each fiscal year of the Borrower (beginning commencing with the fiscal year ending March December 31, 20172018), the audited consolidated balance sheet and the related audited consolidated statements of operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte LLP, Ernst & Young LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the report filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower (beginning commencing with June 30the fiscal quarter ending March 31, 2017): (i) 2019), the unaudited interim consolidated balance sheet and the related consolidated statements of operations operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Borrower and its Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets of Administrative Agent for distribution to each Lender the Borrowerreport filed by the Borrower with the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially (i) to the extent the requirements in the form clauses (a) and (b) of Exhibit H (with such modifications as reasonably agreed this Section are not fulfilled by the Administrative Agent): Borrower delivering the applicable report delivered to (ior filed with) the SEC, certifying that such statements are consistent with the financial statements filed by the Borrower with the SEC, (ii) certifying as to whether the Borrower has knowledge that a Default has occurred and is continuing during the most recent period covered by such financial statements and, if a Default has occurredoccurred and is continuing during such period (or has occurred and is continuing from a prior period), specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiiii) setting forth reasonably detailed calculations of (wwhich reconcile to the financial statements) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01(b), (xh) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (yk), 6.03(e), (g) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (zi), 6.04(j), 6.05(b) the amount and type of any Spectrum Invested in joint ventures during such period; (iiid) and 6.07, (iv) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of Effective Date (but only if the date of Borrower has not previously reported such change to the Administrative Agent and if such change has had a material effect on the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (cstatements) and, if any such change has occurredoccurred (and has not been previously reported to the Administrative Agent), specifying the effect of such change on the financial statements accompanying such certificate; , and (ivv) in the case attaching a list of Subsidiaries as of the financial statements under clause (a) above, starting with those for date of delivery of such certificate or a confirmation that there is no change in such information since the fiscal year ended March 31, 2018, a reasonably detailed calculation date of Excess Cash Flow for the last such fiscal year, along with a certification thereoflist; (d) concurrently as soon as available and in any event not later than thirty (30) calendar days after the end of each monthly accounting period (ending on the last day of each calendar month) of the Borrower and its Subsidiaries, commencing with any delivery the monthly accounting period ending February 28, 2019, a Borrowing Base Certificate as of financial statements under clause the last day of such accounting period (awhich Borrowing Base Certificate shall include: (i) above, financial projections in a form an Excel schedule containing information substantially similar to the financial projections most recently information included on the Excel schedule included in the Borrowing Base Certificate delivered to the Administrative Agent prior to on the Effective Date and (collectively, ii) a calculation of the “Projections”External Quoted Value in accordance with methodologies described in Sections 5.12(b)(ii)(A)(w), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith (x), (y) and based upon assumptions that were believed to be reasonable at the time such Projections were prepared(z)); (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days two Business Days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms any Financial Officer of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required at any time have knowledge (based upon facts and circumstances known to provide paper copies of him) that there is a Borrowing Base Deficiency or knowledge that the certificates required Borrowing Base has declined by Section 5.01(c) more than 15% from the Borrowing Base stated in the Borrowing Base Certificate last delivered by the Borrower to the Administrative Agent and (ii) other than in connection with an asset sale or return of capital the Borrower shall notify any Lender when documents required proceeds of which are used to be delivered pursuant to this Section 5.01 have been delivered electronically to prepay the extent that Loans), a Borrowing Base Certificate as at the date such Lender Financial Officer has requested knowledge of such Borrowing Base Deficiency or decline indicating the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies amount of the documents referred to above, and in any event shall have no responsibility to monitor compliance by Borrowing Base Deficiency or decline as at the Borrower with any date such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies Financial Officer obtained knowledge of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.deficiency or decline;

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish for distribution to the Lenders):each Lender: (a) within 75 90 days after the end of each fiscal year of the Borrower (beginning commencing with the fiscal year ending March December 31, 20172015), the audited consolidated statement of assets and liabilities and the related audited consolidated statements of operations, changes in stockholders’ equity net assets and cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte RSM US LLP (formerly McGladrey LLP, ) or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the report filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year of the Borrower (beginning commencing with June 30the fiscal quarter ending March 31, 2017): (i) 2016), the unaudited interim consolidated statement of assets and liabilities and the related consolidated statements of operations operations, changes in net assets and cash flows and related schedule of investments of the Borrower and its Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under this clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed may be fulfilled by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered providing to the Administrative Agent prior for distribution to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance report filed by the Borrower with any such request the SEC on Form 10-Q for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.quarterly period;

Financial Statements and Other Information. The Borrower will maintain, for itself and each Subsidiary, a system of accounting established and administered in accordance with generally accepted accounting principles, and furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) within 75 Within 90 days after the end close of each of its fiscal year (beginning years, financial statements prepared in accordance with the fiscal year ending March 31, 2017), the audited Agreement Accounting Principles on a consolidated statements of operations, changes in stockholders’ equity and cash flows of the Borrower basis for itself and its Subsidiaries for such fiscal yearSubsidiaries, and the related audited consolidated including in each case balance sheet for the Borrower and its Subsidiaries sheets as of the end of such fiscal yearperiod, setting forth statements of income and statements of cash flows, accompanied by (a) in each the case in comparative form of such statements of the corresponding figures for the previous fiscal yearBorrower and its Subsidiaries, all reported on by Deloitte LLPan audit report, unqualified as to scope, of BDO USA LLP or another nationally recognized firm of independent public accountants or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as reasonably acceptable to the scope Required Lenders (provided that so long as the Borrower is a reporting company, filing of the Form 10-K by the Borrower with respect to a fiscal year within such audit), to 90-day period on the effect that such audited website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx shall satisfy the requirement for the annual audit report and consolidated financial statements present fairly in for such fiscal year under this clause (a) with respect to the statements of the Borrower and all material respects of its Subsidiaries) and (b) any management letter prepared by said accountants; (b) Within 45 days after the close of the first three quarterly periods (commencing with the fiscal quarter ending September 30, 2012) of each of its fiscal years, for itself and its Subsidiaries, consolidated unaudited balance sheets as at the close of each such period and consolidated statements of income and a statement of cash flows for the period from the beginning of such fiscal year to the end of such quarter, all certified as to fairness of presentation, compliance with Agreement Accounting Principles and consistency by its chief financial officer, treasurer or assistant treasurer (provided that so long as the Borrower is a reporting company, filing of the Form 10-Q by the Borrower with respect to a fiscal quarter within such 45-day period on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx shall satisfy the requirement for certified quarterly consolidated financial statements for such fiscal quarter under this clause (b) with respect to the statements of the Borrower and all of its Subsidiaries); (c) together with the delivery of the financial condition statements referred to in clauses (a) and results (b) above, a Compliance Certificate signed by its chief financial officer, treasurer or assistant treasurer showing (i) the calculations necessary to determine compliance with the relevant provisions of operations this Agreement, an officer’s certificate in substantially the form of Exhibit 5.1(c) stating that no Default or Event Default exists, or if any Default or Event of Default exists, stating the nature and status thereof, and a certificate executed and delivered by the chief executive officer or chief financial officer stating that the Borrower and each of its principal officers are in compliance with all requirements of Section 302 and Section 906 of the Xxxxxxxx-Xxxxx Act of 2002 and all rules and regulations related thereto (provided that so long as the Borrower is a reporting company, delivery of the certificates required pursuant to Section 302 and 906 of the Xxxxxxxx-Xxxxx Act of 2002 as contained in the form 10-K or Form 10-Q filed by the Borrower and delivered pursuant to clauses (a) and (b) above shall satisfy the requirement for such certification of compliance with the Xxxxxxxx-Xxxxx Act under this clause (c)) and (ii) each of the Unrestricted Subsidiaries as of the last day of the applicable reporting period and of any new Subsidiary of the Borrower formed or acquired during such reporting period; (d) simultaneously with the delivery of each set of consolidated financial statements referred to in clauses (a) and (b) above, the related consolidating financial statements of the Borrower and its Restricted Subsidiaries on a reflecting all adjustments necessary to eliminate the results of operations, cash flows, accounts and other assets and Indebtedness or other liabilities of Unrestricted Subsidiaries (if any) from such consolidated basis in accordance with GAAP consistently appliedfinancial statements; (be) As soon as possible and in any event within 45 10 days after the end Borrower knows that any Reportable Event has occurred with respect to any Plan, a statement, signed by the chief financial officer, treasurer or assistant treasurer of the first three fiscal quarters Borrower, describing said Reportable Event and the action which the Borrower proposes to take with respect thereto; (f) As soon as possible and in any event within 10 days after receipt by the Borrower, a copy of (a) any notice or claim to the effect that the Borrower or any of its Restricted Subsidiaries is or may be liable to any Person as a result of the release by the Borrower, any of its Restricted Subsidiaries, or any other Person of any toxic or hazardous waste or substance into the environment, and (b) any notice alleging any violation of any federal, state or local environmental, health or safety law or regulation by the Borrower or any of its Restricted Subsidiaries, which, in either case, could reasonably be expected to have a Material Adverse Effect; (g) Promptly upon the filing thereof, copies of all registration statements and annual, quarterly, monthly or other regular reports which the Borrower or any of its Restricted Subsidiaries files with the Securities and Exchange Commission, including, without limitation, all certifications and other filings required by Section 302 and Section 906 of the Xxxxxxxx-Xxxxx Act of 2002 and all rules and regulations related thereto; (h) As soon as practicable, and in any event within 90 days after the beginning of each fiscal year of the Borrower, a copy of the plan and forecast (beginning with June 30including a projected consolidated balance sheet, 2017):income statement and funds flow statement) of the Borrower for such fiscal year; (i) the unaudited interim consolidated statements of operations of the Borrower As soon as possible, and its Subsidiaries for such fiscal quarter in any event within 3 Business Days (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 ofBorrower) the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes 15 days (in the case of any Guarantor) after the occurrence thereof, a reasonably detailed notification to the Administrative Agent and its counsel of any change in the jurisdiction of organization of the Borrower or any Guarantor; (j) As soon as practicable, and in any event within thirty (30) days after the close of each calendar month, the Borrower shall provide the Administrative Agent and the Lenders with a Borrowing Base Certificate (containing a certification by an Authorized Officer that the Receivables Portfolios included in the Borrowing Base referenced in such Borrowing Base Certificate are performing, in the aggregate, at a sufficient level to support the amount of such Borrowing Base), together with such supporting documents (including without limitation (i) to the extent requested by the Administrative Agent, copies of all interim balance sheets bills of sale and purchase agreements evidencing the acquisition of Receivables Portfolios included in the Borrowing Base and (ii) a copy of the most recent static pool report with respect to such Receivables Portfolios as the Administrative Agent reasonably deems desirable, all certified as being true and correct in all material respects by an Authorized Officer of the Borrower). The Borrower may update the Borrowing Base Certificate more frequently than monthly and the most recently delivered Borrowing Base Certificate shall be the applicable Borrowing Base Certificate for purposes of determining the Borrowing Base at any time; (ck) concurrently Such other information (including non-financial information, and including the audit report with respect to the following reports and evaluations (but not the reports or evaluations themselves): the Commercial Finance Examination Reports and evaluations of the Bureau Enhanced Behavioral Liquidations Score and the Unified Collections Score) as the Administrative Agent or any delivery of Lender may from time to time reasonably request. If any information which is required to be furnished to the Lenders under this Section 6.1 is required by law or regulation to be filed by the Borrower with a government body on an earlier date, then the information required hereunder shall be furnished to the Lenders by no later than 5 Business Days after such earlier date. In the event that any financial statements under clause statement delivered pursuant to clauses (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and immediately above or any action taken or proposed Compliance Certificate is shown to be taken with respect thereto; inaccurate (ii) setting forth reasonably detailed calculations regardless of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if whether this Agreement or any Disposition of Spectrum occurred Commitment is in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during effect when such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c)inaccuracy is discovered, but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (only to the extent such inaccuracy is discovered within twelve (12) months after any Obligations cease to be outstanding (other than any contingent Obligations)), and such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant websiteinaccuracy, if anycorrected, would have led to which each Lender and the Administrative Agent have access application of a higher Applicable Margin for any period (whether a commercialan “Applicable Period”) than the Applicable Margin applied for such Applicable Period, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance then (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) promptly deliver to the Administrative Agent and a corrected Compliance Certificate for such Applicable Period, (ii) the Applicable Margin for such Applicable Period shall be determined in accordance with the corrected Compliance Certificate, and (iii) the Borrower shall notify any Lender when documents required immediately pay to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent the accrued additional interest owing, if any, as a result of such increased Applicable Margin for such Applicable Period, which payment shall be promptly applied by the Administrative Agent to the Obligations, net of any interest paid during the prior twelve (12) months as a result of any inaccuracy which, if corrected, would have no obligation led to request the delivery or to maintain copies application of a lower Applicable Margin for any period. This Section 5.1 shall not limit the rights of the documents referred to above, and in any event shall have no responsibility to monitor compliance by Administrative Agent or the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information Lenders with respect to the Parent Guarantor (Section 2.13(c) and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handARTICLE VIII.

Financial Statements and Other Information. The Borrower Iridium LLC will furnish to the Administrative Agent and each Lender (which but, in the case of clauses (a) through (d) below, only if at such time Iridium LLC shall promptly furnish be required to prepare financial statements of the Lenderstype referred to below for filing with the SEC): (a) within 75 120 days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017)of Iridium LLC, the audited consolidated balance sheet and related statements of operations, changes in stockholders’ members' equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower Iridium LLC and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, KPMG Peat Marwick LLP or other independent public accountants of recognized national standing (without a “"going concern” " or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower Iridium LLC and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of Iridium LLC, 2017): (i) the unaudited interim consolidated balance sheet and related statements of operations operations, members' equity and cash flows of the Borrower Iridium LLC and its Subsidiaries as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 corresponding period or periods of the previous fiscal year, all certified by a Financial Responsible Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower Iridium LLC and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Responsible Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the most recent audited financial statements as at March 31, 2016 referred delivered to in Section 3.04 and the date of the last certificate delivered Administrative Agent pursuant to this clause (c) hereto and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with promptly upon receipt, copies of all formal accountants' letters received by Iridium LLC's management in respect of Iridium LLC (other than any delivery of financial statements under clause (a) above, financial projections in a form substantially similar such letters relating solely to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”Unrelated Subsidiaries), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor IWCL or Iridium LLC with the Securities and Exchange Commission, SEC or any Governmental Authority succeeding to any or all of the functions of said Commission national securities exchange or distributed by such Obligor Iridium LLC to the holders of its securitiesmembers generally; and (gf) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of Iridium LLC (but excluding any Obligor, or compliance with the terms of this Agreement and other Loan Documentsinformation not included under Section 4.06), as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent for distribution to each Lender (which provided that, the Administrative Agent shall promptly furnish not be required to distribute any document or report to any Lender to the Lendersextent such distribution would cause the Administrative Agent to breach or violate any agreement that it has with another Person (including any non-reliance or non-disclosure letter with any Approved Third-Party Appraiser)): (a) within 75 90 days after the end of each fiscal year of the Borrower (beginning commencing with the fiscal year ending March 31, 2017), the audited consolidated statements of assets and liabilities and the related audited consolidated statements of operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte LLP, Xxxxx Xxxxxxxx LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the report filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower (beginning commencing with June the fiscal quarter ended September 30, 2017): (i) 2016), the unaudited interim consolidated statements of operations assets and liabilities and the related consolidated statements of operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Borrower and its Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets of Administrative Agent for distribution to each Lender the Borrowerreport filed by the Borrower with the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section (or, solely with respect to clause (vi) of this Section 5.01(c), within ten (10) calendar days thereafter), a certificate of a Financial Officer of the Borrower substantially (i) to the extent the requirements in the form clauses (a) and (b) of Exhibit H (with such modifications as reasonably agreed this Section are not fulfilled by the Administrative Agent): Borrower delivering the applicable report delivered to (ior filed with) the SEC, certifying that such statements are consistent with the financial statements filed by the Borrower with the SEC, (ii) certifying as to whether the Borrower has knowledge that a Default or Event of Default has occurred and, if a Default or Event of Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiiii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01(b), (xd), (e) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (yi), 6.02(f), 6.03(e) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (zg), 6.04(i) the amount and type of any Spectrum Invested in joint ventures during such period; (iiij), 6.05(b), (d) and (e) and 6.07, (iv) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of Restatement Effective Date (but only if the date of Borrower has not previously reported such change to the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (cAdministrative Agent) and, if any such change has occurredoccurred (and has not been previously reported to the Administrative Agent), specifying the effect of such change on the financial statements accompanying such certificate; , (ivv) in the case attaching a list of Subsidiaries as of the date of delivery of such certificate or a confirmation that there is no change in such information since the date of the last such list, (vi) attaching a schedule providing projected interest and principal payments for all debt Portfolio Investments as of such date, regardless of whether such Portfolio Investments are Eligible Portfolio Investments and (vii) providing a reconciliation of any difference between the assets and liabilities of the Borrower and its consolidated Subsidiaries presented in such financing statements and the assets and liabilities of the Borrower and its Subsidiaries for purposes of calculating the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereofcovenants in Section 6.07; (d) concurrently as soon as available and in any event not later than twenty (20) calendar days after the end of each monthly accounting period (ending on the last day of each calendar month) of the Borrower and its Subsidiaries, commencing with any delivery the monthly accounting period ending September 30, 2016, a Borrowing Base Certificate as of financial statements under clause the last day of such accounting period (awhich Borrowing Base Certificate shall include: (i) above, financial projections in a form an Excel schedule containing information substantially similar to the financial projections most recently information included on the Excel schedule included in the Borrowing Base Certificate delivered to the Administrative Agent prior to for the Effective Date period ended on August 29, 2016 and (collectively, ii) a calculation of the “Projections”External Quoted Value in accordance with methodologies described in Sections 5.12(b)(ii)(A)(w), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith (x), (y) and based upon assumptions that were believed to be reasonable at the time such Projections were prepared(z), including screenshots showing actual bid prices or, as applicable, closing prices); (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days two Business Days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to any Financial Officer of the Borrower shall at any time have knowledge (based upon facts and its Restricted Subsidiaries substantially circumstances known to him) that there is a Borrowing Base Deficiency or knowledge that the Borrowing Base has declined by more than 15% from the Borrowing Base stated in the form Borrowing Base Certificate last delivered by the Borrower to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) , a Borrowing Base Certificate as at the date such Financial Officer has knowledge of such Borrowing Base Deficiency or decline indicating the amount of the Borrowing Base Deficiency or decline as at the date such Financial Officer obtained knowledge of such deficiency or decline and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in amount of the reconciliation and required Borrowing Base Deficiency or decline as of the date not earlier than two Business Days prior to be the date the Borrowing Base Certificate is delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderthis paragraph; (f) promptly upon receipt thereof copies of all significant written reports submitted to the management or Board of Directors of the Borrower by the Borrower’s independent public accountants in connection with each annual, interim or special audit or review of any type of the financial statements or related internal control systems of the Borrower or any of its Subsidiaries delivered by such accountants to the management or Board of Directors of the Borrower; (g) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials sent to stockholders and filed by the Borrower or any Obligor of its Subsidiaries with the Securities SEC or with any national securities exchange, as the case may be; (h) within 45 days after the end of each fiscal quarter of the Borrower, all internal and Exchange Commissionexternal valuation reports relating to the Eligible Portfolio Investments (including all valuation reports delivered by the Approved Third-Party Appraiser in connection with the quarterly appraisals of Unquoted Investments in accordance with Section 5.12(b)(ii)(B)), and any other information relating to the Eligible Portfolio Investments as reasonably requested by the Administrative Agent or any Governmental Authority succeeding Lender; (i) within thirty (30) days after the initial closing of each Eligible Portfolio Investment that is acquired, made or entered into after the Original Effective Date, all underwriting memoranda (or, if no underwriting memorandum has been prepared, all materials similar to underwriting memoranda) for such Eligible Portfolio Investments, and any other information relating to the Eligible Portfolio Investments as reasonably requested by the Administrative Agent or all any Lender; (j) to the extent not otherwise provided by the Custodian and/or the Document Custodian, within thirty (30) days after the end of each month, full, correct and complete updated copies of custody reports (including (i) activity reports with respect to Cash and Cash Equivalents included in the calculation of the functions Borrowing Base, (ii) an itemized list of said Commission each account and the amounts therein with respect to Cash and Cash Equivalents included in the calculation of the Borrowing Base and (iii) an itemized list of each Portfolio Investment held in any Custodian Account owned by the Borrower or distributed any Subsidiary) reflecting all assets being held in any Custodian Account owned by such Obligor the Borrower or any of its Subsidiaries or otherwise subject to the holders Custody Agreement or the Document Custody Agreement; (k) within 45 days after the end of its securitieseach fiscal quarter of the Borrower a certificate of a Financial Officer of the Borrower certifying that attached thereto is a complete and correct description of all Portfolio Investments as of the date thereof, including, with respect to each such Portfolio Investment, the name of the Borrower or Subsidiary holding such Portfolio Investment, the amount held by each and the name of the Portfolio Company of such Portfolio Investment; (l) to the extent such information is not otherwise available in the financial statements delivered pursuant to clause (a) or (b) of this Section, upon the request of the Administrative Agent, within five (5) Business Days of the due date set forth in clause (a) or (b) of this Section for any quarterly or annual financial statements, as the case may be, a schedule prepared in accordance with GAAP setting forth in reasonable detail with respect to each Portfolio Investment where there has been a realized gain or loss in the most recently completed fiscal quarter, (i) the cost basis of such Portfolio Investment, (ii) the realized gain or loss associated with such Portfolio Investment, (iii) the associated reversal of any previously unrealized gains or losses associated with such Portfolio Investment, (iv) the proceeds received with respect to such Portfolio Investment representing repayments of principal during the most recently ended fiscal quarter, and (v) any other amounts received with respect to such Portfolio Investment representing exit fees or prepayment penalties during the most recently ended fiscal quarter; (m) any change in the information provided in any Beneficial Ownership Certification delivered to a Lender that would result in a change to the list of beneficial owners identified in such certificate; (n) information and documentation reasonably requested by the Administrative Agent or any Lender for purposes of compliance with applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act and the Beneficial Ownership Regulation; and (go) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower Parent Guarantor will furnish to the Administrative Agent (which shall promptly furnish for distribution to the Lenders):each Participant: (ai) within 75 ninety (90) days after the end of each fiscal year (beginning with of the fiscal year ending March 31Parent Guarantor, 2017), the its audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all prepared in accordance with GAAP consistently applied throughout the period covered thereby (except as expressly noted therein), with such audited balance sheet and related consolidated financial statements reported on by Deloitte LLP, PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition position of the Parent Guarantor and its consolidated Subsidiaries as of the end of such fiscal year and their results of operations of the Borrower and its Subsidiaries for sure fiscal year on a consolidated basis in accordance with GAAP consistently appliedGAAP; (bii) within 45 forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Parent Guarantor, 2017): (i) the unaudited interim its consolidated balance sheet and related statements of operations and cash flows as of the Borrower end of and its Subsidiaries for such fiscal quarter (and the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as period commencing at the end beginning of such fiscal year and ending with such fiscal quarter, 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 on behalf of the Parent Guarantor by a Financial Responsible Officer of the Borrower Parent Guarantor as presenting fairly, fairly in all material respects, respects the financial condition and results of operations position of the Borrower Parent Guarantor and its consolidated Subsidiaries as of the end of such fiscal quarter and their results and operations for the fiscal period covered thereby on a consolidated basis in each case in accordance with GAAPGAAP consistently applied throughout the period covered thereby (except as otherwise expressly noted therein), subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (ciii) concurrently with any delivery of financial statements under clause (ai) or (bii) above, a certificate of a Financial Responsible Officer of the Borrower substantially in Parent Guarantor delivered on behalf of the form of Exhibit H Parent Guarantor, (with such modifications as reasonably agreed by the Administrative Agent): (iA) certifying as to whether whether, to the knowledge of such Responsible Officer, a Default has occurred and is continuing and, if a Default has occurredoccurred that is continuing, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiB) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (xSections 9(f) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio g), and (zC) to the amount extent that any change in GAAP or application thereof has a material impact on the financial statements accompanying such certificate and type of any Spectrum Invested such change and impact has not been noted in joint ventures during such period; (iii) financial statements, stating whether any such change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date 6.2(xviii) of the last certificate delivered pursuant to this clause (c) Participation Agreement and, if any such change has occurred, specifying the effect of such change on the such financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish copies of all annual, regular, periodic and other special reports, proxy statements and other materials registration statements (A) filed by any Obligor the Parent Guarantor with the Securities and Exchange Commission, SEC (or any Governmental Authority succeeding to any or all of the functions of said Commission the SEC) or with any national securities exchange, or (B) distributed by the Parent Guarantor to its shareholders generally, as the case may be; (v) promptly after Xxxxx’x or S&P shall have announced a change in the rating established or deemed to have been established for the Index Debt, written notice of such Obligor to the holders of its securitiesrating change; and (gvi) promptly following any request therefor, (i) such other information regarding the operations, business affairs and financial condition of the Parent Guarantor, Lessee or any ObligorSubsidiary, or compliance with the terms of this Agreement and other Loan Documentsthe Participation Agreement, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably requestrequest and (ii) information and documentation reasonably requested by the Administrative Agent or any Participant for the purposes of compliance with applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act. Documents required to be delivered pursuant to clauses (i), (ii) and (iv) of this Section 5.01 8(a) (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission1) may be delivered electronically and if so delivered, (2) shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are (A) filed for public availability on the SEC’s Electronic Data Gathering and Retrieval System, (B) posted or the Parent Guarantor provides a link thereto on xxxx://xxx.xxxxxxxxx.xxx or xxxxx://xxxxxxxx.xxxxxxxxx.xxx or at another website identified in a notice from the Parent Guarantor and accessible by the Participants without charge; or (C) delivered to the Administrative Agent for posting on, or otherwise posted on the Obligors’ Parent Guarantor’s or Lessee’s behalf on IntraLinks on, an Internet or another relevant intranet website, if any, to which each Lender and the Administrative Agent have has access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish for distribution to the Lenders):: (a) as soon as available and in any event within 75 thirty (30) days after the end of each month, the consolidated balance sheets of Borrower and its Subsidiaries as of the end of each such month, and the related consolidated statements of income and cash flows of Borrower and its Subsidiaries for such month, all in reasonable detail, together with a certificate of a Responsible Officer of Borrower stating that such financial statements fairly present in all material respects the financial condition of Borrower and its Subsidiaries as at such date and the results of operations of Borrower and its Subsidiaries for the period ended on such date and have been prepared substantially in accordance with GAAP consistently applied, subject to changes resulting from normal, quarterly or year-end adjustments and except for the absence of notes; (b) commencing with the fiscal quarter ended June 30, 2020, as soon as available and in any event within forty-five (45) days after the end of the first three quarters of each fiscal year and sixty (60) days, in the case of the fourth fiscal quarter of each fiscal year, the consolidated balance sheets of the Borrower and its Subsidiaries as of the end of such quarter, and the related consolidated statements of income and cash flows of the Borrower and its Subsidiaries for such quarter and the portion of the fiscal year through the end of such quarter, all in reasonable detail and setting forth in comparative form the figures for the corresponding period in the preceding fiscal year, together with a certificate of a Responsible Officer of the Borrower stating that such financial statements fairly present in all material respects the financial condition of the Borrower and its Subsidiaries as at such date and the results of operations of the Borrower and its Subsidiaries for the period ended on such date and have been prepared substantially in accordance with GAAP consistently applied, subject to changes resulting from normal quarterly or year-end adjustments and except for the absence of footnotes; provided that, if the Borrower is a Publicly Reporting Company, the Borrower’s filing of a Quarterly Report on Form 10-Q with the SEC shall be deemed to satisfy the requirements of this Section 8.01(b) on the date on which such report is first available via the SEC’s XXXXX system or a successor system related thereto; (c) as soon as available and in any event within one hundred eighty (180) days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017)year, the audited consolidated balance sheets of the Borrower and its Subsidiaries as of the end of such fiscal year, and the related consolidated statements of operationsincome, changes in stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, prepared substantially in accordance with GAAP consistently applied, all in reasonable detail and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on accompanied by Deloitte LLP, (i) a report and opinion thereon of KPMG or other another firm of independent certified public accountants of recognized national standing (without a standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception and without or any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects audit and (ii) a management’s discussion and analysis of the financial condition and results of operations of operations, including the Obligors’ liquidity and capital resources; provided that, if the Borrower and its Subsidiaries is a Publicly Reporting Company, the Borrower’s filing of a Yearly Report on Form 10-K with the SEC shall be deemed to satisfy the requirements of this Section 8.01(c) on the date on which such report is first available via the SEC’s XXXXX system or a consolidated basis in accordance with GAAP consistently appliedsuccessor system related thereto; (bd) within 45 thirty (30) days after the end of each month, a compliance certificate of a Responsible Officer of the first three Borrower as of the end of the applicable accounting period (which delivery may, unless a Lender requests executed originals, be by electronic communication including email and shall be deemed to be an original authentic counterpart thereof for all purposes) in the form of Exhibit D (a “Compliance Certificate”) which, for purposes of clarification, shall (i) demonstrate the Borrower’s compliance with Section 8.15 in respect of such month, (ii) state that the representations and warranties made by the Obligors in Article 7 are true in all material respects on and as of the date thereof; provided that to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided further that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects, (iii) include details of any issues that are material that are raised by auditors and (iv) for each month end that coincides with the end of a fiscal quarters year of the Borrower, provide updated Schedules to this Agreement (if any); (e) promptly, and in any event within five (5) Business Days after receipt thereof by an Obligor thereof, copies of each fiscal year notice or other correspondence received from any securities regulator or exchange to the authority of which an Obligor is subject concerning any investigation or possible investigation or other inquiry by such agency regarding financial or other operational results of such Obligor; (beginning f) upon any renewal or replacement, the information regarding insurance maintained by Obligors as required under Section 8.05; (g) promptly following the Lenders’ written request at any time, proof of the Borrower’s compliance with June 30Section 8.15; (h) within ten (10) days of delivery, 2017):copies of all periodic reports distributed by the Borrower to its shareholders generally; provided that (i) any such material may be redacted by the Borrower to exclude information relating to the Loan Documents or the Lenders and (ii) the Lenders shall not be entitled to receive statements, reports and notices relating to topics that (A) are subject to attorney-client privilege or (B) present a conflict of interest for the Lenders; (i) the unaudited interim consolidated statements of operations of a financial forecast for the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the each fiscal year, (ii) the unaudited interim consolidated , including forecasted balance sheets, statements of changes in stockholders’ equity income and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 yearSubsidiaries, all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries which shall be prepared on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and delivered not later than February 28 of such fiscal year (the absence of footnotes in the case of all interim balance sheets of the Borrower“Financial Forecast”); (cj) concurrently with promptly following any delivery Lender’s written request, certification that such Obligor is not a passive foreign investment company (“PFIC”) within the meaning of financial statements under clause (a) or (b) above, a certificate of a Financial Officer Sections 1291 through 1297 of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred andCode, or, if such Obligor determines that it is a Default has occurredPFIC, specifying such information as would allow the details thereof and any action taken or proposed Lender to be taken make a qualified electing fund election with respect theretoto the stock of the Obligor; (iik) setting forth reasonably detailed calculations of such other information respecting the operations, properties, business or condition (wfinancial or otherwise) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, Obligors (xincluding with respect to the Collateral) if any Disposition of Spectrum occurred in as the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period;Lenders may from time to time reasonably request; and (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (fl) promptly after the same become publicly availablereceipt thereof, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition a copy of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender “management letter” received from its certified public accounts and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handmanagement’s response thereto.

Financial Statements and Other Information. The Borrower will furnish deliver to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) as soon as available and in any event within 75 90 days after the end of each fiscal year (beginning with Fiscal Year of Borrower, a copy of the fiscal year ending March 31annual audit report for such Fiscal Year for the Borrower and its Subsidiaries, 2017), containing a consolidated balance sheet of the audited Borrower and its Subsidiaries as of the end of such Fiscal Year and the related consolidated statements of operationsincome, changes in stockholders’ equity and cash flows (together with all footnotes thereto) of the Borrower and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year, (without qualification as to scope of audit or any going concern explanation or limitation) accompanied by a certificate from the Borrower’s certified public accountant stating that such financial statements fairly present in all material respects the financial condition and the results of operations of the Borrower and its Subsidiaries for such Fiscal Year on a consolidated basis in accordance with GAAP; (b) as soon as available and in any event within 45 days after the end of each Fiscal Quarter of the Borrower, an unaudited consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Quarter and the related unaudited consolidated statements of income and cash flows of the Borrower and its Subsidiaries for such fiscal year, Fiscal Quarter and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments quarter and the absence corresponding portion of footnotes in the case of all interim balance sheets of the Borrower’s previous Fiscal Year; (c) concurrently with any the delivery of the financial statements under referred to in clauses (a) and (b) above, a Compliance Certificate signed by the chief financial officer, treasurer or controller of the Borrower; (d) promptly following any reasonable request therefor, such other information regarding the results of operations, business affairs and financial condition of the Borrower or any Subsidiary as the Administrative Agent or any Lender may reasonably request; and (e) concurrently with the delivery of the financial statements referred to in clause (a) or and (b) above, a certificate of a Financial Officer the chief financial officer or treasurer or controller (a) certifying as to the accuracy of such financial statements and otherwise consistent with the applicable requirements of the Borrower substantially in the form of Exhibit H Securities and Exchange Commission, (with such modifications as reasonably agreed by the Administrative Agent): (ib) certifying as to whether there exists a Default has occurred andor Event of Default on the date of such certificate, and if a Default has occurredor an Event of Default, specifying the details thereof and any the action which the Borrower has taken or proposed proposes to be taken take with respect thereto; , (iic) setting forth reasonably detailed calculations in reasonable detail calculations, made consistent with the terms of (w) the outstanding amount of Relevant Obligations Agreement and otherwise using customary methods, demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements financial covenants and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iiid) stating whether any change in GAAP or in the application thereof of GAAP has occurred since the later of the date of the Borrower’s audited financial statements as at March 31delivered in connection with the closing, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv. So long as the Borrower is required to file periodic reports under Section 13(a) in or Section 15(d) of the case Securities Exchange Act of 1934, as amended, the Borrower’s obligation to deliver the financial statements under clause referred to in clauses (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; and (db) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on satisfied upon the date (i) on which filing of such financial statements in the EXXXX system and the giving by the Borrower posts such documents, or provides a link thereto, on of notice to the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender Lenders and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) as to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies public availability of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with statements from such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handsource.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated statements balance sheet and statement of operations, changes in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently (except as disclosed therein) applied; provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent and the Lenders the report of the Borrower to the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower Borrower, the consolidated balance sheet and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion statement of the fiscal year, (ii) the unaudited interim consolidated statements of operations, changes in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatements of assets and liabilities, operations, changes in net assets and cash flows, as of the end of) the corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently (except as disclosed therein) applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets Lenders the report of the BorrowerBorrower to the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether the Borrower has knowledge that a Default has occurred during the applicable period and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby6.02, calculations demonstrating compliance with the Spectrum Disposition Requirements 6.04 and (y) the Total Indebtedness Ratio 6.07 and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) Effective Date and, if any such change has occurred, specifying the effect as determined by the Borrower of such change on the financial statements accompanying such certificate; (ivd) as soon as available and in any event not later than 20 days after the case end of each monthly accounting period (ending on the last day of each calendar month) of the financial statements under clause Borrower and its Subsidiaries, (ai) above, starting with those for a Borrowing Base Certificate as at the fiscal year ended March 31, 2018, last day of such accounting period and (ii) a certificate executed by a Responsible Officer of the Borrower setting forth reasonably detailed calculation of Excess Cash Flow for such fiscal year, along calculations demonstrating compliance with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”Section 6.07(c), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days five Business Days after any Responsible Officer of the Borrower shall at any time have knowledge that there is a Borrowing Base Deficiency, a Borrowing Base Certificate as at the date a quarterly compliance certificate is required to be delivered and no later than 45 days after such Person has knowledge of such Borrowing Base Deficiency indicating the amount of the Borrowing Base Deficiency as at the date an annual compliance certificate is required to be delivered, reconciliation information relating such Person obtained knowledge of such deficiency and the amount of the Borrowing Base Deficiency as of the date not earlier than one Business Day prior to the Borrower and its Restricted Subsidiaries substantially in date the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be Borrowing Base Certificate is delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderthis paragraph; (f) promptly upon receipt thereof copies of all significant reports submitted by the Borrower’s independent public accountants in connection with each annual, interim or special audit or review of any type of the financial statements or related internal control systems of the Borrower or any of its Subsidiaries delivered by such accountants to the management or board of directors of the Borrower; (g) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by the Borrower or any Obligor of the Subsidiary Guarantors with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or distributed by such Obligor to with any national securities exchange, as the holders of its securitiescase may be; and (gh) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender may reasonably request, including without limitation, all documentation and other information required by bank regulatory authorities under applicable “know your customer”, anti-money laundering and anti-terrorism rules and regulations, including the USA PATRIOT Act (through Title III of Pub. L. 107-56 (signed into law October 26, 2001)) and the Administrative Agent’s or such Lender’s policies and procedures relating thereto. (i) Borrower and each Lender acknowledge that certain of the Lenders may reasonably request. Documents be Public Lenders and, if documents or notices required to be delivered pursuant to this Section 5.01 (to the extent any such documents or otherwise are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so deliveredbeing distributed through IntraLinks/IntraAgency, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks SyndTrak or another relevant websitewebsite or other information platform (the “Platform”), if any, to which each Lender and the any document or notice that Borrower has indicated contains Non-Public Information shall not be posted by Administrative Agent have access (on that portion of the Platform designated for such Public Lenders. Borrower agrees to clearly designate all information provided to Administrative Agent by or on behalf of Borrower or any of its Subsidiaries which is suitable to make available to Public Lenders. If Borrower has not indicated whether a commercial, third-party website document or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be notice delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificatescontains Non-Public Information, the Administrative Agent shall have no obligation reserves the right to request the delivery post such document or to maintain copies notice solely on that portion of the Platform designated for Lenders who wish to receive material Non-Public Information with respect to Borrower, its Subsidiaries and their Securities (as such term is defined in Section 5.13 of this Agreement). (j) Notwithstanding anything to the contrary herein, the requirements to deliver documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections Section 5.01(a), (b), (d) and (eg) may will be satisfied fulfilled by delivering filing by the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu Borrower of the Borrower (applicable documents for public availability on the SEC’s Electronic Data Gathering and as applicable its Subsidiaries)Retrieval system; provided, provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail shall notify the differences between Administrative Agent (by telecopier or electronic mail) of the posting of any such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handdocuments.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent for distribution to each Lender (which provided that, the Administrative Agent shall promptly furnish not be required to distribute any document or report to any Lender to the Lendersextent such distribution would cause the Administrative Agent to breach or violate any agreement that it has with another Person (including any non-reliance or non-disclosure letter with any Approved Third-Party Appraiser)): (a) within 75 90 days after the end of each fiscal year of the Borrower (beginning commencing with the fiscal year ending March December 31, 20172020), the audited consolidated balance sheet and the related audited consolidated statements of operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte LLP, KPMG LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the report filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower (beginning commencing with June 30the fiscal quarter ending March 31, 2017): (i) 2021), the unaudited interim consolidated balance sheet and the related consolidated statements of operations operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Borrower and its Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets of Administrative Agent for distribution to each Lender the Borrowerreport filed by the Borrower with the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially (i) to the extent the requirements in the form clauses (a) and (b) of Exhibit H (with such modifications as reasonably agreed this Section are not fulfilled by the Administrative Agent): Borrower delivering the applicable report delivered to (ior filed with) the SEC, certifying that such statements are consistent with the financial statements filed by the Borrower with the SEC, (ii) certifying as to whether the Borrower has knowledge that a Default has occurred and is continuing during the most recent period covered by such financial statements and, if a Default has occurredoccurred and is continuing during such period (or has occurred and is continuing from a prior period), specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiiii) setting forth reasonably detailed calculations of (wwhich reconcile to the financial statements) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01(b), (xh), (k) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (yl), 6.03(e), (g) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (zi), 6.04(j), 6.05(b) the amount and type of any Spectrum Invested in joint ventures during such period; (iiid) and 6.07, (iv) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of Restatement Effective Date (but only if the date of Borrower has not previously reported such change to the Administrative Agent and if such change has had a material effect on the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (cstatements) and, if any such change has occurredoccurred (and has not been previously reported to the Administrative Agent), specifying the effect of such change on the financial statements accompanying such certificate; , and (ivv) in the case attaching a list of Subsidiaries as of the financial statements under clause (a) above, starting with those for date of delivery of such certificate or a confirmation that there is no change in such information since the fiscal year ended March 31, 2018, a reasonably detailed calculation date of Excess Cash Flow for the last such fiscal year, along with a certification thereoflist; (d) concurrently as soon as available and in any event not later than thirty (30) calendar days after the end of each monthly accounting period (ending on the last day of each calendar month) of the Borrower and its Subsidiaries, commencing with any delivery the monthly accounting period ending January 31, 2021, a Borrowing Base Certificate as of financial statements under clause the last day of such accounting period (awhich Borrowing Base Certificate shall include: (i) above, financial projections in a form an Excel schedule containing information substantially similar to the financial projections most recently information included on the Excel schedule included in the Borrowing Base Certificate delivered to the Administrative Agent prior on the Original Effective Date and (ii) a calculation of the External Quoted Value in accordance with methodologies described in Sections 5.12(b)(ii)(A)(w), (x), (y) and (z)); (e) promptly but no later than two Business Days after any Financial Officer of the Borrower shall at any time have knowledge (based upon facts and circumstances known to him) that there is a Borrowing Base Deficiency or knowledge that the Borrowing Base has declined by more than 15% from the Borrowing Base stated in the Borrowing Base Certificate last delivered by the Borrower to the Effective Date Administrative Agent (collectively, other than in connection with an asset sale or return of capital the “Projections”proceeds of which are used to prepay the Loans), which Projections shall a Borrowing Base Certificate as at the date such Financial Officer has knowledge of such Borrowing Base Deficiency or decline indicating the amount of the Borrowing Base Deficiency or decline as at the date such Financial Officer obtained knowledge of such deficiency or decline; (f) promptly upon receipt thereof copies of all significant and non-routine written reports submitted to the management or Board of Directors of the Borrower by the Borrower’s independent public accountants in connection with each case be accompanied annual, interim or special audit or review of any type of the financial statements or related internal control systems of the Borrower or any of its Subsidiaries delivered by such accountants to the management or board of directors of the Borrower (other than the periodic reports that the Borrower’s independent auditors provide, in the ordinary course, to the audit committee of the Borrower’s Board of Directors); (g) [reserved]; (h) to the extent not previously delivered, within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower and within 90 days after the end of the fourth fiscal quarter of each fiscal year of the Borrower, all final internal and external valuation reports relating to the Eligible Portfolio Investments (including all valuation reports delivered by an Approved Third-Party Appraiser in connection with the quarterly appraisals of Unquoted Investments in accordance with Section 5.12(b)(ii)(B), but excluding any valuation reports provided to the Administrative Agent by the Independent Valuation Provider), and any other information relating to the Eligible Portfolio Investments as reasonably requested by the Administrative Agent or any other Lender; (i) to the extent not otherwise provided by the Custodian, within thirty (30) days after the end of each month, full, correct and complete updated copies of custody reports (including, to the extent available, (i) activity reports with respect to Cash and Cash Equivalents included in the calculation of the Borrowing Base, (ii) an itemized list of each account and the amounts therein with respect to Cash and Cash Equivalents included in the calculation of the Borrowing Base and (iii) an itemized list of each Portfolio Investment held in any Custodian Account owned by the Borrower or any of its Subsidiary reflecting all assets being held in any Custodian Account owned by the Borrower or any of its Subsidiaries); (j) within 45 days after the end of each of the first three fiscal quarters of the Borrower and 90 days after the end of each fiscal year of the Borrower, a certificate of a Financial Officer stating of the Borrower certifying that attached thereto is a complete and correct description of all Portfolio Investments as of the date thereof, including, with respect to each such Projections were prepared in good faith Portfolio Investment, the name of the Borrower or Subsidiary holding such Portfolio Investment and based upon assumptions that were believed to be reasonable at the time such Projections were preparedamounts held by each; (ek) to the extent such information is not otherwise available in the financial statements delivered pursuant to clause (a) or (b) of this Section, upon the reasonable request of the Administrative Agent, within five (5) Business Days of the due date set forth in clause (a) or (b) of this Section for any quarterly or annual financial statements, as soon as possible after the delivery case may be, a schedule prepared in accordance with GAAP setting forth in reasonable detail with respect to each Portfolio Investment owned by the Borrower or any of its Subsidiaries (other than Financing Subsidiaries) where there has been a realized gain or loss in the most recently completed fiscal quarter, (i) the cost basis of such Portfolio Investment, (ii) the realized gain or loss associated with such Portfolio Investment, (iii) the associated reversal of any compliance certificate required pursuant previously unrealized gains or losses associated with such Portfolio Investment, (iv) the proceeds received with respect to 5.01(c)such Portfolio Investment representing repayments of principal during the most recently ended fiscal quarter, but no later than 30 days after and (v) any other amounts received with respect to such Portfolio Investment representing exit fees or prepayment penalties during the date most recently ended fiscal quarter; (l) any change in the information provided in the Beneficial Ownership Certification, if any, delivered to a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating Lender that would result in a change to the Borrower list of beneficial owners identified in such certificate; (m) information and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as documentation reasonably agreed requested by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, Agent or any Governmental Authority succeeding to any or all Lender for purposes of compliance with applicable “know your customer” and anti-money laundering rules and regulations, including the functions of said Commission or distributed by such Obligor to PATRIOT Act and the holders of its securitiesBeneficial Ownership Regulation; and (gn) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):Agent: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, Ernst & Young or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that, if the Borrower becomes subject to the reporting requirements under the Securities Exchange Act of 1934, the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent the report of the Borrower to the Securities and Exchange Commission on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Borrower, 2017): (i) the unaudited interim consolidated balance sheet and related statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in operations, stockholders’ equity equity, and cash flows of the Borrower and its Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that, if the Borrower becomes subject to the reporting requirements under the Securities Exchange Act of 1934, the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets Administrative Agent the report of the BorrowerBorrower to the Securities and Exchange Commission on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether the Borrower has knowledge that a Default has occurred andand is continuing, if a Default has occurredoccurred and is continuing, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby6.02, calculations demonstrating compliance with the Spectrum Disposition Requirements 6.04, 6.05 and (y) the Total Indebtedness Ratio 6.07 and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (ivd) as soon as available and in any event not later than the case last Business Day of the financial statements under clause calendar month following each monthly accounting period (aending on the last day of each calendar month) above, starting with those for of the fiscal year ended March 31, 2018Borrower, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable Borrowing Base Certificate as at the time last day of such Projections were preparedaccounting period; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days five Business Days after the date Borrower shall at any time have knowledge that there is a quarterly compliance certificate is required to be delivered and no later than 45 days after Borrowing Base Deficiency, a Borrowing Base Certificate as at the date an annual compliance certificate is required to be delivered, reconciliation information relating the Borrower has knowledge of such Borrowing Base Deficiency indicating the amount of the Borrowing Base Deficiency as at the date the Borrower obtained knowledge of such deficiency and the amount of the Borrowing Base Deficiency as of the date not earlier than one Business Day prior to the Borrower and its Restricted Subsidiaries substantially in date the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be Borrowing Base Certificate is delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderthis paragraph; (f) promptly upon receipt thereof, copies of all significant reports submitted by the Borrower’s independent public accountants in connection with each annual, interim or special audit or review of any type of the financial statements or related internal control systems of the Borrower or any of its Subsidiaries delivered by such accountants to the management or board of directors of the Borrower; (g) if the Borrower becomes subject to the reporting requirements under the Securities Exchange Act of 1934, promptly following any request therefor, promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor of the Obligors with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or distributed by such Obligor to with any national securities exchange, as the holders of its securities; andcase may be; (gh) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents ; (i) promptly upon the occurrence thereof, notice of the Borrower having become a “business development company” under the Investment Company Act; and (j) Borrower and each Lender acknowledge that certain of the Lenders may be Public Lenders and, if documents or notices required to be delivered pursuant to this Section 5.01 (to the extent any such documents or otherwise are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so deliveredbeing distributed through IntraLinks/IntraAgency, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks SyndTrak or another relevant websitewebsite or other information platform (the “Platform”), if any, any document or notice that Borrower has indicated contains Non-Public Information shall not be posted on that portion of the Platform designated for such Public Lenders. Borrower agrees to which each Lender and the clearly designate all information provided to Administrative Agent have access (by or on behalf of Borrower or any of its Subsidiaries which is suitable to make available to Public Lenders. If Borrower has not indicated whether a commercial, third-party website document or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be notice delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificatescontains Non-Public Information, the Administrative Agent shall have no obligation reserves the right to request the delivery post such document or to maintain copies notice solely on that portion of the documents referred Platform designated for Lenders who wish to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information receive material Non-Public Information with respect to the Parent Guarantor Borrower, its Subsidiaries and their Securities (and as applicable its Subsidiaries) such term is defined in lieu Section 5.13 of the Borrower (and as applicable its Subsidiariesthis Agreement), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish deliver to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) as soon as available and in any event within 75 90 days after the end of each fiscal year Fiscal Year of Borrower, a copy of (beginning with i) the fiscal year ending March 31, 2017), the annual audited consolidated statements of operations, changes in stockholders’ equity and cash flows of report for such Fiscal Year for the Borrower and its Subsidiaries for such fiscal yearSubsidiaries, and the related audited containing a consolidated balance sheet for of the Borrower and its Subsidiaries as of the end of such fiscal yearFiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows (together with all footnotes thereto) of the Borrower and its Subsidiaries for such Fiscal Year and (ii) unaudited consolidating balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Year and the related consolidating statement of income of the Borrower and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearFiscal Year, all in reasonable detail and with respect to such audited financial statements, reported on by Deloitte LLP, PricewaterhouseCoopers LLP or other independent public accountants of nationally recognized national standing (without a “going concern” or like qualification qualification, exception or exception explanation and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and the results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (Fiscal Year on a consolidated basis in accordance with GAAP and that the “current fiscal quarter”) and examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; for the then elapsed portion purposes of the fiscal year,consolidating financial statements required above, Frontstep and its Subsidiaries may be consolidated as one Subsidiary of the Borrower; provided further that the consolidated information required by this paragraph may be satisfied by delivery of the Borrower’s Form 10-K for such Fiscal Year within such 90-day period; (iib) as soon as available and in any event within 45 days after the end of each Fiscal Quarter of the Borrower, an unaudited interim consolidated statements and consolidating balance sheet of changes in stockholders’ equity the Borrower and its Subsidiaries as of the end of such Fiscal Quarter and the related unaudited consolidated and consolidating statement of income, and the related consolidated statement of cash flows flows, of the Borrower and its Subsidiaries for such Fiscal Quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal Year, setting forth in each case in comparative form the figures for the corresponding period or periods quarter and the corresponding portion of (or, in the case Borrower’s previous Fiscal Year; for purposes of the balance sheetconsolidating financial statements required above, as of the end of) the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower Frontstep and its Subsidiaries on a may be consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets as one Subsidiary of the Borrower; provided further that the consolidated information required by this paragraph may be satisfied by delivery of the Borrower’s Form 10-Q for such Fiscal Quarter within such 45-day period with respect to the first three Fiscal Quarters; (c) concurrently with any the delivery of the financial statements under clause referred to in clauses (a) or and (b) above, a certificate of a Financial Officer Compliance Certificate signed by the principal executive officer and the principal financial officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereofBorrower; (d) concurrently with within 5 Business Days of the filing thereof, copies of all registration statements (excluding the exhibits thereto and any delivery of financial registration statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”on Form S-8 or its equivalent), reports on Forms 10-K, 10-Q and 8-K (or their equivalents) and all other periodic reports which Projections the Borrower shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith file with the Securities and based upon assumptions that were believed to be reasonable at the time such Projections were preparedExchange Commission (or any Governmental Authority substitute therefore) or any national securities exchange; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 within 15 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be deliveredend of each of calendar month, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications or more frequently as reasonably agreed requested by the Administrative Agent, (i) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms a Borrowing Base Certificate as of the Spectrum Sale and Leaseback transaction to the holders end of the applicable Indebtedness thereunder; immediately preceding calendar month, setting forth the Eligible Accounts owned by the Borrower and a categorical breakdown (fbased on the definitions of Eligible Accounts) promptly after the same become publicly available, furnish of all periodic Eligible Accounts as of such date and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all (ii) an accounts receivable aging report as of the functions end of said Commission or distributed by such Obligor to the holders of its securitiesimmediately preceding calendar month; and (gf) promptly following any request therefor, such other information regarding the results of operations, business affairs and financial condition of the Borrower or any Obligor, or compliance with the terms of this Agreement and other Loan Documents, Subsidiary as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders): (a) within 75 Within 45 days after the end of each fiscal year (beginning quarter of LGEC not corresponding with the fiscal year end of LGEC, commencing with the first fiscal quarter ending March 31after the Original Closing Date, 2017), LGEC shall deliver to the audited consolidated statements of operations, changes in stockholders’ equity and cash flows of Administrative Agent (for delivery to the Borrower and its Subsidiaries for such fiscal year, and the related audited Lenders) LGEC’s consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterquarter and the related consolidated statements of income, setting forth in each case in comparative form the figures and cash flows for such fiscal quarter and for the corresponding period or periods of (or, in the case elapsed portion of the balance sheet, as of the end of) the previous fiscal year-to-date period then ended, all certified each in reasonable detail, prepared by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case LGEC in accordance with GAAP, and setting forth comparative figures for the corresponding fiscal quarter in the prior fiscal year, all of which shall be certified by the chief financial officer or other financial or accounting officer of LGEC that they fairly present in all material respects in accordance with GAAP the financial condition of LGEC and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated, subject to normal year-end audit adjustments and the absence of footnotes in footnotes. (b) Within 90 days after the case close of all interim each fiscal year of LGEC (commencing with the fiscal year of LGEC ending after the Original Closing Date), LGEC shall deliver to the Administrative Agent (for delivery to the Lenders) a copy of LGEC’s consolidated balance sheets sheet as of the Borrower;last day of the fiscal year then ended and LGEC’s consolidated statements of income, cash flows and shareholders’ equity for the fiscal year then ended, and accompanying notes thereto, each in reasonable detail and showing in comparative form the figures for the previous fiscal year, accompanied by a report thereon of Ernst & Young LLP or another firm of independent public accountants of recognized national standing, selected by LGEC, to the effect that the consolidated financial statements have been prepared in accordance with GAAP and present fairly in accordance with GAAP the consolidated financial condition of LGEC and its Subsidiaries as of the close of such fiscal year and the results of their operations and cash flows for the fiscal year then ended and that an examination of such accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards (which report shall be unqualified as to scope of such audit and shall not contain any “going concern”, other than solely with respect to, or resulting solely from, an upcoming maturity date under any Indebtedness incurred under this Credit Agreement occurring within one year from the time such opinion is delivered). (c) concurrently with any delivery Within 90 days after the commencement of financial statements under clause (a) or (b) aboveeach fiscal year of LGEC, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by LGEC shall deliver to the Administrative Agent): Agent (ifor delivery to the Lenders) certifying as to whether an annual budget for LGEC and its Subsidiaries for such fiscal year in a Default has occurred and, if form customarily prepared by management of LGEC for its internal use (including a Default has occurred, specifying the details thereof projected consolidated balance sheet and any action taken or proposed to be taken with respect thereto; (ii) setting forth reasonably detailed calculations consolidated statements of (w) the outstanding amount of Relevant Obligations income and demonstrating compliance with the Applicable Debt Cap Test capital expenditures as of the last applicable date end of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof;). (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered LGEC shall deliver to the Administrative Agent prior (for delivery to the Effective Date Lenders) (collectivelyi) within 45 days after the close of each of the first three (3) fiscal quarters of LGEC, a customary management discussion and analysis of LGEC’s and its Subsidiaries’ financial performance for that fiscal quarter and a comparison of financial performance for that financial quarter to the “Projections”)corresponding fiscal quarter of the previous fiscal year and (ii) within 90 days after the close of each fiscal year, which Projections shall in each case be accompanied by a certificate management discussion and analysis of LGEC’s and its Subsidiaries’ financial performance for that fiscal year and a Financial Officer stating comparison of financial performance for that such Projections were prepared in good faith and based upon assumptions that were believed fiscal year to be reasonable at the time such Projections were prepared;prior year. (e) as soon as possible after the delivery For purposes of any compliance certificate required pursuant to 5.01(c)this Section 6.1, but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form Guarantors will be deemed to be attached as Exhibit G (with such modifications as reasonably agreed by have furnished the Administrative Agent) reports and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant other information to the terms of Lenders as required by this Section 6.1 if LGEC has filed such reports with the Spectrum Sale SEC via the XXXXX or any successor filing system and Leaseback transaction to the holders of the applicable Indebtedness thereunder;such reports are publicly available. (f) promptly after LGEC will also hold a conference call each quarter to discuss such results of operations for the same become publicly availablerelevant reporting period, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) which conference call may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, with Lenders only or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering with investors generally (including, for the corresponding information avoidance of doubt, earnings calls consistent with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiariespast practice), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will shall furnish to the Administrative Agent (which shall promptly furnish for distribution to the Lenders): (a) within 75 90 days after the end of each fiscal year (beginning with the fiscal year ending March 31of Holdings, 2017), the Holdings’ audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, KPMG LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (it being understood that the delivery by the Borrower of Annual Reports on Form 10-K of Holdings and its consolidated Subsidiaries shall satisfy the requirements of this Section 5.01(a) to the extent such Annual Reports include the information and otherwise satisfy the requirements specified herein); (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of Holdings, 2017): (i) the Holdings’ unaudited interim consolidated balance sheet and related statements of operations operations, stockholders’ equity and cash flows as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a one of its Financial Officer of the Borrower Officers as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in (it being understood that the case delivery by the Borrower of all interim balance sheets Quarterly Reports on Form 10-Q of Holdings and its consolidated Subsidiaries shall satisfy the Borrowerrequirements of this Section 5.01(b) to the extent such Quarterly Reports include the information and otherwise satisfy the requirements specified herein); (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; , (ii) setting forth reasonably detailed calculations of (w) demonstrating the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Senior Secured Leverage Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer the accounting firm that reported on such financial statements stating that whether they obtained knowledge during the course of their examination of such Projections were prepared in good faith and based upon assumptions that were believed financial statements of any Default (which certificate may be limited to be reasonable at the time such Projections were preparedextent required by accounting rules or guidelines); (e) as soon as possible after concurrently with the delivery of any compliance certificate required pursuant financial statements under clause (a) above, a consolidated budget for the fiscal year following that to 5.01(c)which such financial statements relate as presented to the Board of Directors which shall include, but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating with respect to the Borrower and its Restricted Subsidiaries substantially Subsidiaries, ending total subscribers, gross and net subscriber additions by type, churn by plan, total revenue, subscription revenue, subscription average revenue per unit (ARPU), gross margin, subscription margin, research and development expenses, programming expenses, advertising and marketing expenses, subscriber acquisition costs, cost per gross and net add, EBITDA (as calculated in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant budget presented to the terms Board of the Spectrum Sale Directors), deferred subscription revenue balance, Indebtedness, cash and Leaseback transaction to the holders of the applicable Indebtedness thereundercapital expenditures; (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by Holdings, the Borrower or any Obligor Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or distributed by such Obligor to with any national securities exchange, as the holders of its securities; andcase may be; (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of Holdings, the Borrower or any ObligorSubsidiary, or compliance with the terms of this Agreement and other Loan DocumentsAgreement, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 ; and (to h) promptly after the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and request by the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent all documentation and other information that such Lender has requested reasonably requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the Borrower to be notified. Except for such certificatesAct, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handany Loan Party.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, Ernst & Young LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent and the Lenders the report of the Borrower to the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Borrower, 2017): (i) the unaudited interim consolidated balance sheet and related statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of operations, changes in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries as of the end of and for such fiscal quarter and the then then-elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to year-end normal year‑end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets Lenders the report of the BorrowerBorrower to the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether the Borrower has knowledge that 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; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test Sections 6.01, 6.02, 6.04, 6.05 and 6.07 as of the last applicable quarter end date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements to which such certificate relates and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (ivd) as soon as available and in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended any event not later than 45 days following each March 31, 2018June 30, and September 30, and not later than 75 days following each December 31, a reasonably detailed calculation Borrowing Base Certificate as at the last day of Excess Cash Flow such accounting period presenting the Borrower’s computation (and including the rationale for such fiscal year, along with any industry reclassification) and including a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that as to compliance with Sections 2.08(b), 6.03(e), 6.04(e) and 6.05(b) and Section 8.2 of the Guarantee and Security Agreement during the period covered by such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were preparedBorrowing Base Certificate; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days five Business Days after the date Borrower shall at any time have knowledge that there is a quarterly compliance certificate is required to be delivered and no later than 45 days after Borrowing Base Deficiency, a Borrowing Base Certificate as at the date an annual compliance certificate is required to be deliveredthe Borrower has knowledge of such Borrowing Base Deficiency, reconciliation information relating indicating the amount of the Borrowing Base Deficiency as at the date the Borrower obtained knowledge of such deficiency, and the amount of the Borrowing Base Deficiency as of the date not earlier than one Business Day prior to the Borrower and its Restricted Subsidiaries substantially in date the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be Borrowing Base Certificate is delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderthis paragraph; (f) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor of the Loan Parties with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission commission, or distributed by such Obligor to with any national securities exchange, as the holders of its securitiescase may be; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to Notwithstanding anything in this Section 5.01 (to the extent any such documents are included in materials otherwise filed with contrary, the Securities and Exchange Commission) may be delivered electronically and if so delivered, Borrower shall be deemed to have been delivered on satisfied the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies requirements of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and (other related deliverable requirements set forth above in than Sections 5.01(a), (b5.01(c), (d) and (e)) may if the reports, documents and other information of the type otherwise so required are publicly available when required to be satisfied filed on XXXXX at the xxx.xxx.xxx website or any successor service provided by delivering the corresponding information with respect Securities and Exchange Commission, provided notice of such availability is provided to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates Administrative Agent at or prior to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handtime period required by this Section 5.01.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders): (a) If between the Closing Date and the Voting Right Expiration Date, the Common Stock is deregistered under the Exchange Act and the Company is no longer required to file periodic reports with the SEC, until the Voting Right Expiration Date, the Company shall deliver to each of the Investors: (i) as soon as available, but in any event within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31Company, 2017), the its audited consolidated (and unaudited consolidating) balance sheet and audited consolidated (and unaudited consolidating) statements of operationsoperations and comprehensive income, changes in stockholders’ equity and cash flows as of the Borrower end of and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal yearnotes thereto, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, & Touche LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and condition, results of operations and cash flow of the Borrower Company and its the Subsidiaries on a consolidated basis as of the end of and for such fiscal year in accordance with GAAP consistently applied;applied and accompanied by a narrative management’s discussion and analysis report describing the financial position, results of operations and cash flows of the Company and the consolidated Subsidiaries; and (bii) as soon as available, but in any event within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Company, 2017): (i) the its unaudited interim consolidated and consolidating balance sheet and unaudited consolidated and consolidating statements of operations and comprehensive income, stockholders’ equity and cash flows as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a the Chief Financial Officer of the Borrower Company (or equivalent) as presenting fairly, fairly in all material respects, respects the financial condition and condition, results of operations and cash flows of the Borrower Company and its the Subsidiaries on a consolidated basis in each case as of the end of and for such fiscal quarter and such portion of the fiscal year in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and reduced footnote disclosures, and accompanied by a narrative management’s discussion and analysis report describing the absence financial position, results of footnotes in the case of all interim balance sheets operations and cash flows of the BorrowerCompany and the consolidated Subsidiaries; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of Notwithstanding the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) aboveforegoing, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents reports required to be delivered pursuant to this Section 5.01 (to 4.6 filed by the extent any such documents are included in materials otherwise filed Company with the Securities SEC and Exchange Commission) available on EXXXX (or such other free, publicly-accessible internet database that may be delivered electronically established and if so delivered, maintained by the SEC as a substitute for or successor to EXXXX) shall be deemed to have been delivered to the Investors on the date (i) on which the Borrower Company posts such documentsdocuments to EXXXX (or such other free, publicly-accessible internet database that may be established and maintained by the SEC as a substitute for or provides a link thereto, on successor to EXXXX). (c) Between the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender Closing Date and the Administrative Agent Voting Right Expiration Date, the Investors or their representatives shall have access the reasonable right to consult from time to time, but not more frequently than once per quarter, with the senior officers of the Company at its principal place of business or virtually (whether a commercial, third-party website or whether sponsored as determined by the Administrative Agent). Notwithstanding anything contained herein, in every instance (iCompany) the Borrower shall be required to provide paper copies regarding operating and financial matters of the certificates required by Section 5.01(c) to Company; provided that the Administrative Agent and (ii) exercise of such right does not materially interfere with the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies operations of the documents referred to above, business of the Company and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will shall furnish to the Administrative Agent Lender: (which shall promptly furnish to the Lenders): (ai) as soon as available and in any event within 75 30 days after the end of each month of each fiscal year (beginning of Borrower, its monthly consolidated financial statements, prepared in accordance with GAAP, and, if requested by Lender, its monthly consolidating financial statements, accompanied by a certificate of a Responsible Officer stating that such financial statements fairly present the fiscal year ending March 31, 2017), financial condition of Borrower and its Subsidiaries as at such date and the audited consolidated statements results of operations, changes in stockholders’ equity and cash flows operations of the Borrower and its Subsidiaries for the period ended on such fiscal year, date and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis have been prepared in accordance with GAAP consistently applied; , subject to changes from normal, year-end adjustments and except for the absence of notes, (bii) as soon as available and in any event within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning of Borrower, its quarterly consolidated financial statements, prepared in accordance with June 30GAAP, 2017): (i) and, if requested by Lender, its quarterly consolidating financial statements, accompanied by a certificate of a Responsible Officer stating that such financial statements fairly present the unaudited interim consolidated statements financial condition of Borrower and its Subsidiaries as at such date and the results of operations of Borrower and its Subsidiaries for the period ended on such date and have been prepared in accordance with GAAP consistently applied, subject to changes from normal, year-end adjustments and except for the absence of notes, (iii) as soon as available and in any event within 90 days after the end of each fiscal year of Borrower, its consolidated annual financial statements, prepared in accordance with GAAP and, if requested by Lender, consolidating annual financial statements, and in the case of consolidated financial statement, accompanied by an unqualified report thereon of independent chartered accountants of recognized standing; (iv) as soon as available and in any event not more than 90 days after the commencement of each fiscal year, the business plan and financial projections of Borrower and its Subsidiaries for such fiscal quarter year; and (v) such other information respecting the “current fiscal quarter”) and for the then elapsed portion operations, properties, business or financial condition of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period Lender may from time to time reasonably request or periods of (or, as may be specified in the case of the balance sheet, as of the end of) the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handSchedule.

Financial Statements and Other Information. The Lead Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):Lender: (a) within 75 days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017), the audited consolidated its Consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods previous Fiscal Year, all audited and reported on by independent public accountants of recognized national standing, only if such audited financial statements are finalized and delivered to the Lead Borrower during the term of this Agreement (or, in b) within thirty (30) days after the case end of each fiscal month of the balance sheetLead Borrower, its Consolidated statements of operations and cash flows, as of the end of) the previous of and for such fiscal yearmonth, all certified by a one of its Financial Officer of the Borrower Officers as presenting fairly, in all material respects, respects the financial condition and results of operations of the Lead Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the BorrowerConsolidated basis; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereofreserved; (d) concurrently with any delivery no later than Wednesday of financial statements under clause each week (a) aboveor, financial projections in if Wednesday is not a form substantially similar to Business Day, on the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”next succeeding Business Day), which Projections shall (i) a statement of Reported Fee Accruals, (ii) a rolling 13-week cash flow forecast for the Borrowers and their Subsidiaries, reflecting actual results from the prior period compared to budget and projected results for the subsequent 13 week period, and (iii) if such date occurs on or after February 18, 2015, a Variance Report, in each case be accompanied in form and substance reasonably acceptable to the Lender and certified as complete and correct by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were preparedIndependent Consultant; (e) as soon as possible after the delivery promptly upon receipt thereof, copies of all reports submitted to any compliance certificate required pursuant to 5.01(c)Loan Party by independent certified public accountants in connection with each annual, but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback interim or special purpose entities included in the reconciliation and required to be delivered pursuant to the terms audit of the Spectrum Sale and Leaseback transaction to the holders books of the applicable Indebtedness thereunderLoan Parties or any of their Subsidiaries made by such accountants, including any management letter commenting on the Loan Parties’ internal controls submitted by such accountants to management in connection with their annual audit; (f) promptly after the same become publicly availablefinancial and collateral reports requested by the Lender in writing, furnish all periodic and at the times determined by the Lender in its Permitted Discretion; (g) notice of any intended sale or other reportsdisposition of any material portion of the assets of any Loan Party permitted hereunder or incurrence of any material amount of Indebtedness permitted hereunder at least thirty (30) Business Days prior to the date of consummation of such sale or disposition (except as otherwise provided in Section 6.20) or the incurrence of such Indebtedness; (h) as soon as practicable prior to the furnishing or filing thereof, proxy statements and other materials copies of any statement, report or pleading proposed to be furnished to or filed by any Obligor with the Securities and Exchange CommissionBankruptcy Court in connection with the Chapter 11 Case; (i) concurrently with the delivery to Sponsor, any statement, report, document or any Governmental Authority succeeding information required to any or all of the functions of said Commission or distributed by such Obligor be provided to the holders of its securitiesSponsor pursuant to the Sponsor Support Agreement; and (gj) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any ObligorLoan Party, or compliance with the terms of this Agreement and other any Loan DocumentsDocument, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish deliver to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) as soon as available and in any event within 75 90 days after the end of each fiscal year (beginning with Fiscal Year of Borrower, a copy of the fiscal year ending March 31annual audit report for such Fiscal Year for the Borrower and its Subsidiaries, 2017), containing a consolidated balance sheet of the audited Borrower and its Subsidiaries as of the end of such Fiscal Year and the related consolidated statements of operationsincome, changes in stockholders’ equity and cash flows (together with all footnotes thereto) of the Borrower and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the figures for the previous Fiscal Year, (without qualification as to scope of audit or any going concern explanation or limitation) accompanied by a certificate from the Borrower’s certified public accountant stating that such financial statements fairly present in all material respects the financial condition and the results of operations of the Borrower and its Subsidiaries for such Fiscal Year on a consolidated basis in accordance with GAAP; (b) as soon as available and in any event within 45 days after the end of each Fiscal Quarter of the Borrower, an unaudited consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Quarter and the related unaudited consolidated statements of income and cash flows of the Borrower and its Subsidiaries for such fiscal year, Fiscal Quarter and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments quarter and the absence corresponding portion of footnotes in the case of all interim balance sheets of the Borrower’s previous Fiscal Year; (c) concurrently with any the delivery of the financial statements under referred to in clauses (a) and (b) above, a Compliance Certificate signed by the chief financial officer, treasurer or controller of the Borrower; (d) promptly following any reasonable request therefor, such other information regarding the results of operations, business affairs and financial condition of the Borrower or any Subsidiary as the Administrative Agent or any Lender may reasonably request; and (e) concurrently with the delivery of the financial statements referred to in clause (a) or and (b) above, a certificate of a Financial Officer the chief financial officer or treasurer or controller (a) certifying as to the accuracy of such financial statements and otherwise consistent with the applicable requirements of the Borrower substantially in the form of Exhibit H Securities and Exchange Commission, (with such modifications as reasonably agreed by the Administrative Agent): (ib) certifying as to whether there exists a Default has occurred andor Event of Default on the date of such certificate, and if a Default has occurredor an Event of Default, specifying the details thereof and any the action which the Borrower has taken or proposed proposes to be taken take with respect thereto; , (iic) setting forth reasonably detailed calculations in reasonable detail calculations, made consistent with the terms of (w) the outstanding amount of Relevant Obligations Agreement and otherwise using customary methods, demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements financial covenants and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iiid) stating whether any change in GAAP or in the application thereof of GAAP has occurred since the later of the date of the Borrower’s audited financial statements as at March 31delivered in connection with the closing, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv. So long as the Borrower is required to file periodic reports under Section 13(a) in or Section 15(d) of the case Securities Exchange Act of 1934, as amended, the Borrower’s obligation to deliver the financial statements under clause referred to in clauses (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; and (db) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on satisfied upon the date (i) on which filing of such financial statements in the EDGAR system and the giving by the Borrower posts such documents, or provides a link thereto, on xx xotice to the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender Lenders and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) as to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies public availability of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with statements from such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handsource.

Financial Statements and Other Information. The Borrower will furnish to Deliver the Administrative Agent (which shall promptly furnish to the Lenders):following financial statements, reports, notices and other information: (ai) as soon as available and in any event within 75 90 days after the end of each fiscal year (beginning with the fiscal year ending March 31of Parent, 2017), the audited consolidated statements of operations, changes in stockholdersshareholders’ equity and cash flows of the Borrower Parent and its Subsidiaries for such fiscal year, year and the related audited consolidated balance sheet for the Borrower sheets of Parent and its Subsidiaries as of at the end of such fiscal year, setting forth in each case in comparative form the corresponding consolidated figures for the previous preceding fiscal year, all reported on accompanied by Deloitte LLP, or other an opinion thereon of independent certified public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit)standing, to the effect which opinion shall state that such audited consolidated financial statements present fairly in all material respects the consolidated financial condition and results of operations of the Borrower Parent and its Subsidiaries on a consolidated basis as at the end of, and for, such fiscal year in accordance with GAAP consistently applied(it being agreed that such financial statements will be accompanied by a reconciliation statement to the operations of SFTP and its Subsidiaries); (bii) the financial statements and other information set forth in Section 6.1(a) of the Credit Agreement; (iii) as soon as available and in any event within 45 days after the end of each of the first three quarterly fiscal quarters periods of each fiscal year (beginning with June 30of Parent, 2017): (i) the unaudited interim condensed consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholdersoperations, shareholders’ equity and cash flows of the Borrower Parent and its Subsidiaries for such period and for the then elapsed portion period from the beginning of the respective fiscal yearyear to the end of such period, and (iii) and the unaudited interim related consolidated balance sheet for the Borrower sheets of Parent and its Subsidiaries Subsidiaries, as at the end of such fiscal quarterperiod, setting forth in each case in comparative form the corresponding consolidated figures for the corresponding period or periods of in the preceding fiscal year (orexcept that, in the case of balance sheets, such comparison shall be to the balance sheet, as last day of the end of) the previous prior fiscal year), all certified accompanied by a Financial reconciliation statement to the operations of SFTP and its Subsidiaries and a certificate of a Responsible Officer of the Borrower as presenting fairlyParent, which certificate shall state that such consolidated financial statements present fairly in all material respects, respects the interim condensed consolidated financial condition and results of operations of the Borrower Parent and its Subsidiaries on a consolidated basis Subsidiaries, in each case in accordance with GAAP, consistently applied, as at the end of, and for, such period (subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borroweradjustments); (civ) concurrently with any delivery of financial statements under clause clauses (ai), (ii) or (biii) aboveof this Section 11(a), a certificate of a Financial Responsible Officer of Parent, (A) to the Borrower substantially in the form effect that no Default or Event of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred andand is continuing (or, if a any Default or Event of Default has occurredoccurred and is continuing, specifying describing the details thereof same in reasonable detail and any describing the action that being taken or proposed to be taken with respect thereto), (B) setting forth in reasonable detail the computations necessary to determine whether the Guarantors were in compliance with Sections 12(a), 12(b), 12(c)(xiii) and 12(g)(xxii) as of the end of the respective quarterly fiscal period or fiscal year, (C) setting forth the aggregate Restricted Payments made pursuant to Section 12(f)(vi)(A) and Section 12(f)(viii) and (D) including a description of such Restricted Payment or Investment by category and aggregate Investments made pursuant to Section 12(g)(vii) during the applicable quarterly fiscal period or fiscal year; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (ev) as soon as possible after the delivery of available, and in any compliance certificate required pursuant to 5.01(c), but event no later than 30 75 days after the date end of each fiscal year of Parent, a quarterly compliance certificate is required to be delivered and no later than detailed consolidated budget for the following fiscal year; (vi) within 45 days after the date an annual compliance certificate is required to be deliveredend of each of the first three fiscal quarters of Parent and within 90 days after each fiscal year of Parent, reconciliation information relating a narrative discussion and analysis of the financial condition and results of operations of Parent and its Subsidiaries for such fiscal period and, if applicable, for the period from the beginning of the then current fiscal year to the Borrower and its Restricted Subsidiaries substantially in the form to be attached end of such fiscal quarter, as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant compared to the terms comparable periods of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderprevious year; (fvii) promptly after the same become publicly upon their becoming available, furnish copies of all registration statements and regular periodic and other reports, proxy statements and other materials if any, that Parent, Holdings or SFTP shall have filed by any Obligor with the Securities and Exchange Commission, Commission (or any Governmental Authority succeeding governmental agency substituted therefor) or any national securities exchange (other than amendments to any or all registration statement (to the extent such registration statement, in the form it became effective, is delivered), exhibits to any registration statement and, if applicable, any registration statement on Form S-8); (viii) promptly upon receipt thereof, copies of any final management letters (other than special letters) prepared by Parent’s independent public accountants with respect to the audit of the functions financial statements of said Commission or distributed by such Obligor Parent and its Subsidiaries; (ix) within 15 Business Days after the end of each of the calendar months of June, July, August, September and October, a performance report in respect of the Georgia Park and the Texas Park detailing on a park-by-park basis attendance and revenue for the preceding calendar month and showing a comparison to budget, to the holders of its securitiessame period in the prior year and year-to-date in the prior year; and (gx) promptly following any request therefor, from time to time such other information regarding the financial condition, operations, business affairs and financial condition or prospects of Parent or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and other Loan DocumentsAgreement, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Notwithstanding the foregoing, the obligations in clauses (i), (iii) and (vi) of this Section 11(a) may be satisfied with respect to the financial information of Parent and its Subsidiaries by furnishing Parent’s Form 10-K or 10-Q, as applicable, to the extent filed with the SEC. Documents required to be delivered pursuant to clauses (i), (iii), (v), (vi) and (vii) of this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission11(a) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower Parent posts such documents, or provides a link thereto, to the Lender thereto on Parent’s website on the Borrower’s websiteInternet; or (ii) on which such documents are posted on Intralinks, SyndTrak, DataSite or a substantially similar electronic transmission, in each case, providing access thereto for the Obligors’ behalf on IntraLinks Lender (each a “Platform”); provided that (A) upon written request by the Lender, Parent or another relevant website, if any, SFTP shall deliver paper copies of such documents to which each the Lender until a written request to cease delivering paper copies is given by the Lender and (B) Parent or SFTP shall notify (which may be by facsimile or electronic mail) the Administrative Agent have access Lender of the posting of any such documents and provide to the Lender by electronic mail electronic versions (whether a commerciali.e., third-party website or whether sponsored by the Administrative Agent)soft copies) of such documents. Notwithstanding anything contained herein, in every instance (i) the Borrower SFTP shall be required to provide paper copies of the certificates certificate required by Section 5.01(c11(a)(iv) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handLender.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated statements balance sheet and statement of operations, changes in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, KPMG or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent and the Lenders the report of the Borrower to the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower Borrower, the consolidated balance sheet and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion statement of the fiscal year, (ii) the unaudited interim consolidated statements of operations, changes 731105340 11299570 84 Revolving Credit Agreement in stockholders’ equity net assets and cash flows of the Borrower and its Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatements of assets and liabilities, operations, changes in net assets and cash flows, as of the end of) the corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets Lenders the report of the BorrowerBorrower to the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in (i) certifying that such statements are consistent with the form of Exhibit H (with such modifications as reasonably agreed financial statements filed by the Administrative Agent): Borrower with the Securities and Exchange Commission, (iii) certifying as to whether the Borrower has knowledge that a Default has occurred during the applicable period and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiiii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby6.02, calculations demonstrating compliance with the Spectrum Disposition Requirements 6.04 and 6.07 and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iiiiv) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) Effective Date and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (ivd) as soon as available and in any event not later than 20 days after the case end of each monthly accounting period (ending on the last day of each calendar month) of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018Borrower and its Subsidiaries, a reasonably detailed calculation Borrowing Base Certificate as at the last day of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery accounting period which shall include the ratio of financial statements under clause (a) above, financial projections in a form substantially similar the Borrowing Base to the financial projections most recently delivered to Combined Debt Amount (showing the Administrative Agent prior to components of the Effective Date (collectively, the “Projections”Combined Debt Amount), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days five Business Days after any Responsible Officer of the Borrower shall at any time have knowledge that there is a Borrowing Base Deficiency, a Borrowing Base Certificate as at the date a quarterly compliance certificate is required to be delivered and no later than 45 days after such Responsible Officer of the Borrower has knowledge of such Borrowing Base Deficiency indicating the amount of the Borrowing Base Deficiency as at the date an annual compliance certificate is required to be delivered, reconciliation information relating such Responsible Officer of the Borrower obtained knowledge of such deficiency and the amount of the Borrowing Base Deficiency as of the date not earlier than one Business Day prior to the Borrower and its Restricted Subsidiaries substantially in date the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be Borrowing Base Certificate is delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderthis paragraph; (f) promptly upon receipt thereof copies of all significant reports submitted by the Borrower’s independent public accountants in connection with each annual, interim or special audit or review of any type of the financial statements or related internal control systems of the Borrower or any of its Subsidiaries delivered by such accountants to the management or board of directors of the Borrower; (g) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by the Borrower or any Obligor of the Subsidiary Guarantors with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or distributed by such Obligor to with any national securities exchange, as the holders of its securitiescase may be; andand 731105340 11299570 85 Revolving Credit Agreement (gh) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrower or any Obligorof its Subsidiaries, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents . (i) Borrower and each Lender acknowledge that certain of the Lenders may be Public Lenders and, if documents or notices required to be delivered pursuant to this Section 5.01 (to the extent any such documents or otherwise are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so deliveredbeing distributed through IntraLinks/IntraAgency, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks SyndTrak or another relevant websitewebsite or other information platform (the “Platform”), if any, to which each Lender and the any document or notice that Borrower has indicated contains Non-Public Information shall not be posted by Administrative Agent have access (on that portion of the Platform designated for such Public Lenders. Borrower agrees to clearly designate all information provided to Administrative Agent by or on behalf of Borrower or any of its Subsidiaries which is suitable to make available to Public Lenders. If Borrower has not indicated whether a commercial, third-party website document or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be notice delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificatescontains Non-Public Information, the Administrative Agent shall have no obligation reserves the right to request the delivery post such document or to maintain copies notice solely on that portion of the Platform designated for Lenders who wish to receive material Non-Public Information with respect to Borrower, its Subsidiaries and their Securities (as such term is defined in Section 5.13 of this Agreement). (j) Notwithstanding anything to the contrary herein, the requirements to deliver documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections Section 5.01(a), (b), (d) and (eg) may will be satisfied fulfilled by delivering filing by the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu Borrower of the Borrower (applicable documents for public availability on the SEC’s Electronic Data Gathering and as applicable its Subsidiaries)Retrieval system; provided, provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail shall notify the differences between Administrative Agent (by telecopier or electronic mail) of the posting of any such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handdocuments.

Financial Statements and Other Information. The Borrower Company will furnish to the Administrative Agent each Lender: AS SOON AS AVAILABLE AND IN ANY EVENT WITHIN 100 DAYS AFTER THE END OF EACH OF ITS FISCAL YEARS, A COPY OF THE COMPANY'S FORM 10-K FOR SUCH FISCAL YEAR FILED WITH THE SECURITIES AND EXCHANGE COMMISSION CONTAINING A CONSOLIDATED BALANCE SHEET AS AT THE CLOSE OF SUCH FISCAL YEAR, STATEMENTS OF CONSOLIDATED INCOME AND RETAINED EARNINGS AND A STATEMENT OF CONSOLIDATED CASH FLOWS FOR SUCH YEAR, SETTING FORTH IN COMPARATIVE FORM THE CORRESPONDING FIGURES FOR THE PRECEDING FISCAL YEAR AND CERTIFIED BY ERNST & YOUNG, LLP, OR OTHER INDEPENDENT PUBLIC ACCOUNTANTS SELECTED BY THE COMPANY AND SATISFACTORY TO THE LENDERS (which shall promptly furnish to the Lenders): AND, IN THE EVENT ANY SUCH FINANCIAL STATEMENTS SHALL NO LONGER BE REQUIRED TO BE INCLUDED IN THE COMPANY'S FORM 10-K, THE COMPANY SHALL NEVERTHELESS FURNISH SUCH FINANCIAL STATEMENTS); AS SOON AS AVAILABLE AND IN ANY EVENT WITHIN 60 DAYS AFTER THE END OF EACH OF THE FIRST THREE QUARTERS OF EACH OF ITS FISCAL YEARS, A COPY OF THE COMPANY'S FORM 10-Q FOR EACH SUCH QUARTER FILED WITH THE SECURITIES AND EXCHANGE COMMISSION CONTAINING A CONSOLIDATED BALANCE SHEET AS AT THE END OF SUCH QUARTER, A STATEMENT OF CONSOLIDATED INCOME AND A STATEMENT OF CONSOLIDATED CASH FLOWS FOR SUCH PERIOD, PREPARED ON A BASIS CONSISTENT WITH THE CORRESPONDING PERIOD OF THE PRECEDING FISCAL YEAR, EXCEPT AS DISCLOSED IN SAID FINANCIAL STATEMENTS OR OTHERWISE DISCLOSED TO THE LENDERS IN WRITING, AND CERTIFIED BY A FINANCIAL OFFICER OF THE COMPANY, SUBJECT HOWEVER, TO YEAR-END AND AUDIT ADJUSTMENTS (AND, IN THE EVENT SUCH FINANCIAL STATEMENTS OF THE COMPANY SHALL NO LONGER BE REQUIRED TO BE INCLUDED IN FORM 10-Q, THE COMPANY SHALL NEVERTHELESS FURNISH SUCH FINANCIAL STATEMENTS); WITHIN 120 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE COMPANY, A CERTIFICATE OF THE INDEPENDENT PUBLIC ACCOUNTANTS REFERRED TO IN PARAGRAPH (a) within 75 days after the end of each fiscal year ABOVE AS TO WHETHER, DURING THE COURSE OF THEIR EXAMINATION OF THE COMPANY'S FINANCIAL STATEMENTS, THEY OBTAINED ANY KNOWLEDGE OF ANY DEFAULT, INSOFAR AS SUCH DEFAULT INVOLVES ACCOUNTING MATTERS; WITHIN 120 DAYS AFTER THE END OF EACH FISCAL YEAR OF THE COMPANY AND WITHIN 60 DAYS AFTER THE END OF EACH OF THE FIRST THREE QUARTERS OF EACH FISCAL YEAR OF THE COMPANY, A STATEMENT, SIGNED BY A FINANCIAL OFFICER OF THE COMPANY, SETTING FORTH THE COMPUTATIONS OF THE COMPANY CAPITALIZATION RATIO AND THE COMPANY SUBSIDIARY DEBT RATIO AS OF THE END OF EACH SUCH FISCAL YEAR AND EACH SUCH QUARTER; PROMPTLY AFTER THE SENDING OR FILING THEREOF, COPIES OF ALL PROXY STATEMENTS, FINANCIAL STATEMENTS AND REGULAR OR SPECIAL REPORTS (beginning with the fiscal year ending March 31OTHER THAN REPORTS ON FORM 10-K AND FORM 10-Q BUT INCLUDING THOSE ON FORM 8-K) AND REGISTRATION STATEMENTS UNDER THE SECURITIES ACT OF 1933, 2017AS AMENDED (OTHER THAN THOSE ON FORM S-8 OR ANY SUCCESSOR FORM RELATING TO THE REGISTRATION OF SECURITIES OFFERED PURSUANT TO ANY EMPLOYEE BENEFIT PLAN) WHICH THE COMPANY SENDS TO ITS STOCKHOLDERS OR FILES WITH THE SECURITIES AND EXCHANGE COMMISSION (OR ANY SUCCESSOR GOVERNMENTAL AUTHORITY); FROM TIME TO TIME SUCH FURTHER INFORMATION REGARDING THE BUSINESS, the audited consolidated statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handAFFAIRS AND 50 FINANCIAL CONDITION OF THE COMPANY AND ITS SUBSIDIARIES AS THE LENDERS SHALL REASONABLY REQUEST.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) (i) if the Borrower has sufficient funds to pay the independent public accountants, within 75 120 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied, and (ii) if the Borrower does not have sufficient funds to pay the independent public accountants, within 120 days after the end of each fiscal year of the Borrower, unaudited consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Borrower, 2017): (i) the unaudited interim consolidated balance sheet and related statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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; thereto and (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with by 5:00 p.m., New York City time, within 10 Business Days after the end of each calendar month or at any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to other time as the Administrative Agent prior to or any Lender may reasonably request, a statement indicating the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms current balance of the Spectrum Sale Operating Account and Leaseback transaction to the holders Wachovia Deposit Account as of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all close of business as of the functions last Business Day of said Commission or distributed by such Obligor to the holders of its securitiesmonth; and (ge) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligorthe Borrower, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower Borrowers will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):Agents: (a) within 75 95 days after the end of each fiscal year (beginning with of the fiscal year ending March 31Lead Borrower, 2017), the audited its consolidated and consolidating balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all audited (in the case of such consolidated statements) and reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any a qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Lead Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 50 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30quarter of the Lead Borrower, 2017): (i) the unaudited interim its consolidated balance sheet and related statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in operations, stockholders’ equity and cash flows flows, and a summary of all Capital Expenditures, as of the Borrower end of and its Subsidiaries for such fiscal quarter and the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a one of its Financial Officer of the Borrower Officers as presenting fairly, in all material respects, respects the financial condition and results of operations of the Lead Borrower and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to year-normal year end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) within 30 days after the end of each fiscal month of the Lead Borrower, its consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows, and a summary of all Capital Expenditures, as of the end of and for such fiscal month and the elapsed portion of the fiscal year, all certified by one of its Financial Officers as presenting in all material respects the financial condition and results of operations of the Lead Borrower 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; (d) concurrently with any delivery of financial statements under clause (a) ), (b), or (bc) above, a certificate of a Financial Officer of the Lead Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying 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 (ii) setting forth reasonably detailed calculations (A) with respect to the performance covenants included in the definition of “Applicable Margin”, and (wB) the outstanding amount of Relevant Obligations and demonstrating compliance with SECTION 6.11 (whether or not the Applicable Debt Cap Test as provisions of the last applicable date of incurrence thereunderSECTION 6.11 are then applicable), (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the Lead Borrower’s audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (ive) in within thirty (30) days after the case commencement of each fiscal year of the financial statements under clause (a) aboveLead Borrower, starting with those a detailed consolidated budget by month for the such fiscal year ended March 31, 2018, (including a reasonably detailed calculation projected consolidated balance sheet and related statements of Excess Cash Flow projected operations and cash flow as of the end of and for such fiscal year) and, along with a certification thereof; (d) concurrently with promptly when available, any delivery significant revisions of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderbudget; (f) within five (5) Business Days after the end of each Fiscal Period, a certificate in the form of Exhibit E (a “Borrowing Base Certificate”) showing the Borrowing Base as of the close of business on the last day of the immediately preceding Fiscal Period, each such Certificate to be certified as complete and correct on behalf of the Borrowers by a Financial Officer of the Lead Borrower, provided, however, if a Cash Control Event exists, such Borrowing Base Certificate (showing the Borrowing Base as of the close of business on the last day of the immediately preceding week) shall be furnished weekly on Wednesday of each week for such period as such Cash Control Event is deemed to exist; (g) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by any Obligor Loan Party with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or distributed with any national securities exchange, as the case may be; (h) promptly upon receipt thereof, copies of all reports submitted to any Loan Party by independent certified public accountants in connection with each annual, interim or special audit of the books of the Loan Parties or any of their Subsidiaries made by such Obligor accountants, including any management letter commenting on the Loan Parties’ internal controls submitted by such accountants to management in connection with their annual audit; (i) the financial and collateral reports described on Schedule 5.01(i) hereto, at the times set forth in such Schedule; (j) a detailed summary of the Net Proceeds received from any Prepayment Event within one (1) Business Day after receipt of such proceeds; (k) notice of any intended sale or other disposition of assets of any Loan Party permitted hereunder or incurrence of any Indebtedness permitted hereunder at least thirty (30) Business Days prior to the holders date of its securitiesconsummation such sale or disposition or incurrence of such Indebtedness; and (gl) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any ObligorLoan Party, or compliance with the terms of this Agreement and other any Loan DocumentsDocument, as the Administrative Agent Agents or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower will furnish to the Administrative Agent for distribution to each Lender (which provided that, the Administrative Agent shall promptly furnish not be required to distribute any document or report to any Lender to the Lendersextent such distribution would cause the Administrative Agent to breach or violate any agreement that it has with another Person (including any non-reliance or non-disclosure letter with any Approved Third-Party Appraiser)): (a) within 75 90 days after the end of each fiscal year of the Borrower (beginning commencing with the fiscal year ending March December 31, 20172018), the audited consolidated balance sheet and the related audited consolidated statements of operations, audited consolidated statements of changes in stockholders’ equity and net assets, audited consolidated statements of cash flows and related audited consolidated schedule of investments of the Borrower and its Subsidiaries for such fiscal year, and the related audited on a consolidated balance sheet for the Borrower and its Subsidiaries basis as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearyear (to the extent full fiscal year information is available), all reported on by Deloitte LLP, Ernst & Young LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently appliedapplied (which report shall be unqualified as to going concern and scope of audit and shall not contain any explanatory paragraph or paragraph of emphasis with respect to going concern); provided that the requirements set forth in this clause (a) may be fulfilled by providing to the Administrative Agent for distribution to each Lender the report filed by the Borrower with the SEC on Form 10-K for the applicable fiscal year; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower (beginning commencing with June 30the fiscal quarter ending March 31, 2017): (i) 2019), the unaudited interim consolidated balance sheet and the related consolidated statements of operations operations, consolidated statements of changes in net assets, consolidated statements of cash flows and related consolidated schedule of investments of the Borrower and its Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheetstatement of assets and liabilities, as of the end of) the corresponding period or periods of the previous fiscal year (to the extent such information is available for the previous fiscal year), all certified by a Financial Officer of the Borrower as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes footnotes; provided that the requirements set forth in this clause (b) may be fulfilled by providing to the case of all interim balance sheets of Administrative Agent for distribution to each Lender the Borrowerreport filed by the Borrower with the SEC on Form 10-Q for the applicable quarterly period; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially (i) to the extent the requirements in the form clauses (a) and (b) of Exhibit H (with such modifications as reasonably agreed this Section are not fulfilled by the Administrative Agent): Borrower delivering the applicable report delivered to (ior filed with) the SEC, certifying that such statements are consistent with the financial statements filed by the Borrower with the SEC, (ii) certifying as to whether the Borrower has knowledge that a Default has occurred during the most recent period covered by such financial statements and, if a Default has occurredoccurred during such period (or has occurred and is continuing from a prior period), specifying the details thereof and any action taken or proposed to be taken with respect thereto; , (iiiii) setting forth reasonably detailed calculations of (wwhich reconcile to the financial statements) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSections 6.01(b), (xh) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (yk), 6.03(e), (g) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (zi), 6.04(j), 6.05(b) the amount and type of any Spectrum Invested in joint ventures during such period; (iiid) and 6.07, (iv) stating whether any change in GAAP as applied by (or in the application thereof of GAAP by) the Borrower has occurred since the later of Effective Date (but only if the date of Borrower has not previously reported such change to the Administrative Agent and if such change has had a material effect on the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (cstatements) and, if any such change has occurredoccurred (and has not been previously reported to the Administrative Agent), specifying the effect of such change on the financial statements accompanying such certificate; , and (ivv) in the case attaching a list of Subsidiaries as of the financial statements under clause (a) above, starting with those for date of delivery of such certificate or a confirmation that there is no change in such information since the fiscal year ended March 31, 2018, a reasonably detailed calculation date of Excess Cash Flow for the last such fiscal year, along with a certification thereoflist; (d) concurrently as soon as available and in any event not later than thirty (30) calendar days after the end of each monthly accounting period (ending on the last day of each calendar month) of the Borrower and its Subsidiaries, commencing with any delivery the monthly accounting period ending February 28, 2019, a Borrowing Base Certificate as of financial statements under clause the last day of such accounting period (awhich Borrowing Base Certificate shall include: (i) above, financial projections in a form an Excel schedule containing information substantially similar to the financial projections most recently information included on the Excel schedule included in the Borrowing Base Certificate delivered to the Administrative Agent prior to on the Effective Date and (collectively, ii) a calculation of the “Projections”External Quoted Value in accordance with methodologies described in Sections 5.12(b)(ii)(A)(w), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith (x), (y) and based upon assumptions that were believed to be reasonable at the time such Projections were prepared(z)); (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), promptly but no later than 30 days two Business Days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms any Financial Officer of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required at any time have knowledge (based upon facts and circumstances known to provide paper copies of him) that there is a Borrowing Base Deficiency or knowledge that the certificates required Borrowing Base has declined by Section 5.01(c) more than 15% from the Borrowing Base stated in the Borrowing Base Certificate last delivered by the Borrower to the Administrative Agent and (ii) other than in connection with an asset sale or return of capital the Borrower shall notify any Lender when documents required proceeds of which are used to be delivered pursuant to this Section 5.01 have been delivered electronically to prepay the extent that Loans), a Borrowing Base Certificate as at the date such Lender Financial Officer has requested knowledge of such Borrowing Base Deficiency or decline indicating the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies amount of the documents referred to above, and in any event shall have no responsibility to monitor compliance by Borrowing Base Deficiency or decline as at the Borrower with any date such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies Financial Officer obtained knowledge of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.deficiency or decline;

Financial Statements and Other Information. The Borrower Company will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):and each Lender: (a) within 75 90 days after the end of each fiscal year (beginning with of the fiscal year ending March 31Company, 2017), the its audited consolidated balance sheet and related statements of operations, changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of and for such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower Company and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied;; provided, that the Company shall be deemed to have delivered the foregoing to the Administrative Agent and the Lenders if such information has been filed with the Securities and Exchange Commission and is available on the EXXXX site at wxx.xxx.xxx or any successor government site that is freely and readily available to the Administrative Agent and the Lenders without charge, or has been made available on the Company’s website wxx.xxxxxxxxx.xxx, and the delivery date therefor shall be deemed to be the first day on which such information is available to the Administrative Agent and the Lenders on one of such web pages; provided, further, that the Company will promptly notify the Administrative Agent and the Lenders of each posting to such sites upon the occurrence thereof. (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year (beginning with June 30of the Company, 2017): (i) the its unaudited interim consolidated balance sheet and related unaudited statements of operations operations, stockholders’ equity, and cash flows as of the Borrower end of and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a one of its Financial Officer of the Borrower Officers as presenting fairly, fairly in all material respects, respects the financial condition and results of operations of the Borrower Company and its consolidated Subsidiaries on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in footnotes; provided, that the case Company shall be deemed to have delivered the foregoing to the Administrative Agent and the Lenders if such information has been filed with the Securities and Exchange Commission and is available on the EXXXX site at wxx.xxx.xxx or any successor government site that is freely and readily available to the Administrative Agent and the Lenders without charge, or has been made available on the Company’s website wxx.xxxxxxxxx.xxx, and the delivery date therefor shall be deemed to be the first day on which such information is available to the Administrative Agent and the Lenders on one of all interim balance sheets such web pages; provided, further, that the Company will promptly notify the Administrative Agent and the Lenders of each posting to such sites upon the Borrower;occurrence thereof. (c) concurrently with any delivery no later than 15 Business Days after the 90th day after the end of financial statements under clause each of the Company’s fiscal years (a) or as contemplated in Section 5.01(a)), and no later than 15 Business Days after the 60th day after the end of each of the Company’s first three fiscal quarters of each fiscal year (b) aboveas contemplated in Section 5.01(b)), a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): Company (i) certifying 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; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunderSection 6.09, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change has occurred, occurred specifying the effect of such change on the financial statements accompanying such certificate; (iv) in the case of the financial statements under clause (a) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof;. (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate with annual financials as required pursuant to 5.01(c)under clause (c) above, but no later than 30 days after a certificate of the date a quarterly compliance accounting firm that reported on such financial statements stating whether they obtained knowledge during the course of their examination of such financial statements of any Default (which certificate is required to may be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating limited to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed extent required by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunderaccounting rules or guidelines); (fe) promptly after the same become publicly available, furnish copies of all periodic and other reports, proxy statements and other materials filed by the Company or any Obligor Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with national securities exchanges (other than immaterial correspondence filed in the ordinary course of business and comment letters received from the Securities and Exchange Commission or responses thereto), or distributed by such Obligor the Company or any Subsidiary thereof to its shareholders generally, as the holders case may be; (f) promptly following any request therefor, all documentation and other information required by bank regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the U.S.A. Patriot Act and (if applicable) the Money Laundering Regulations 2003 of its securities; the United Kingdom (as amended) and; (g) promptly following any request therefor, such other information regarding the operations, business affairs and or financial condition of the Company or any ObligorSubsidiary, or compliance with the terms of this Agreement and other Loan DocumentsAgreement, as the Administrative any Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.

Financial Statements and Other Information. The Borrower or the Holding Company, as applicable, will furnish to the Administrative Agent (which shall promptly furnish to the Lenders):Agent: (ai) within 75 Within 120 days after the end of each fiscal year (beginning with of the fiscal year ending March 31, 2017)Borrower, the audited consolidated balance sheets, statements of operations, changes in stockholders’ equity operations and statements of cash flows of the Borrower and its Subsidiaries for such fiscal yearGuarantors, and presented in accordance with Rule 3-10 of Regulations S-X under thepromulgated by the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearU.S. Securities Actand Exchange Commission, all reported on by Deloitte LLP, PriceWaterhouseCoopers LLP or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), ) to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and condition, results of operations and cash flows of the Borrower and its Subsidiaries (excluding Unrestricted Subsidiaries), or the Holding Company and its Subsidiaries, as the case may be, on a consolidated basis in accordance with GAAP consistently applied; . If at any time; provided, however, that in the event the financial statements of the Holding Company doare not longer required by Rule 3-10 of Regulation S-X to include the consolidated balance sheets, statements of operations and statements of cash flows of the Borrower and the Guarantors presented in accordance with Rule 3-10 of Regulation S-X under the Securities Act, then the Borrower will furnish (ba) within 45 120 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30of the Borrower, 2017): (i) the unaudited interim audited consolidated balance sheet and related statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries (excluding Unrestricted Subsidiaries) as of the end of and for such year, setting forth in comparative form the figures for the then elapsed portion of the previous fiscal year, and all reported on by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and (iiib) within 60 days after the end of each of the first three quarters of each fiscal year of the Borrower, the unaudited interim consolidated balance sheet for and related statements of operations, stockholder’s equity and cash flows of the Borrower and its Subsidiaries (excluding Unrestricted Subsidiaries) as at of the end of and for such fiscal quarterquarter and then elapsed portion of such fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower., then so long as a Guaranty Release Date has not occurred (or, if a Guaranty Release Date has occurred, so long as the obligations of the Holding Company under Article III have been reinstated pursuant to Section 3.11 and are in effect), the Borrower's and the Holding Company's obligations under this Section 6.01(a) shall be deemed satisfied solely by the Holding Company's filing of its financial statements with the U.S. Securities and Exchange Commission in compliance with the requirements of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder as in effect from time to time. (i) in the case of the Borrower, within 60 days after the end of each of the first three fiscal quarters of each fiscal year of the Borrower, the consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries (excluding Unrestricted Subsidiaries) as of the end of and for such fiscal quarter and the then elapsed portion of such fiscal year and (ii) in the case of the Holding Company, within the earlier of (A) 10 days after the date on which the same shall have been filed with the SEC and (B) 50 days after the end of each of the first three fiscal quarters of each fiscal year of the Holding Company, the consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows of the Holding Company and its Subsidiaries as of the end of and for such fiscal quarter and the then elapsed portion of such fiscal year, in each case setting forth in comparative form the figures for (or, in the case of the balance sheet, as of the end of) the corresponding period or periods of the previous fiscal year, all certified by a Financial Officer of the Borrower or the Holding Company, as the case may be, as presenting fairly, fairly in all material respects, respects the financial condition and condition, results of operations and cash flows of the Borrower and its Subsidiaries (excluding Unrestricted Subsidiaries), or the Holding Company and its Subsidiaries, as the case may be, on a consolidated basis in each case in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrowerfootnotes; (c) concurrently with any delivery of financial statements under clause (a) or (b) aboveof this Section, a certificate of a Financial Officer of the Borrower substantially in and (as to sub-clauses (i) and (ii) below only) the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): Holding Company (i) certifying 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; , (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the audited financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) 4.04 and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; , and (iviii) setting forth reasonably detailed calculations demonstrating compliance with Sections 7.01, 7.02(k), 7.04(e), 7.05(c), 7.05(d), 7.06, 7.07(h), 7.07(i), 7.07(j), 7.08, 7.11 and 7.18; provided, that, for the avoidance of doubt, notwithstanding anything to the contrary in the case of foregoing, the Borrower’s and the Holding Company’s obligations under Sections 6.01(a) and 6.01(b) hereof shall be deemed satisfied so long as the financial statements under clause (a) above, starting of the Holding Company filed with those the U.S. Securities and Exchange Commission for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along corresponding period comply in all material respects with a certification thereof;Regulation S-X as in effect from time to time. (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith and based upon assumptions that were believed to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish copies of all periodic and other reportsmaterial reports (including reports on Form 8‑K), registration statements and proxy statements and other materials filed by any Obligor the Holding Company or the Borrower with the Securities and Exchange CommissionSEC, or any Governmental Authority succeeding to any or all of the functions of said Commission Commission, or with any national securities exchange, or distributed by such Obligor the Holding Company or the Borrower to its shareholders generally or to the holders of any class or issue of securities of the Holding Company or the Borrower generally, as the case may be, and promptly upon the receipt thereof by the Holding Company or the Borrower, copies of any material notices, reports or other communications from any holder of any Indebtedness evidenced or provided by the Other Debt Documents (or, in any case, the Representative of such holder); (e) promptly upon their becoming available, copies of any and all periodic or special reports filed by the Holding Company, the Borrower or any of the Borrower’s Subsidiaries with the FCC or with any other Federal, state or local Governmental Authority, if such reports indicate any material adverse change in the business, operations, affairs or condition of the Borrower or any of its securitiesSubsidiaries or if copies thereof are requested by any Lender or the Administrative Agent, and copies of any and all material notices and other material communications from the FCC or from any other Federal, state or local Governmental Authority with respect to the Borrower, any of its Subsidiaries or any Station; (f) promptly following delivery thereof to or by the Borrower or any of its Subsidiaries, copies of all material notices (including notices of default), financial statements, reports, approvals and other material communications that are received by the Holding Company, the Borrower or any of the Borrower’s Subsidiaries from or on behalf of any Material Third-Party Licensee or Affiliate of any Material Third-Party Licensee or furnished by the Holding Company, the Borrower or any of the Borrower’s Subsidiaries to any Material Third-Party Licensee or Affiliate of any Material Third-Party Licensee; (g) as soon as available and in any event on or before December 31 of each fiscal year, a forecast for the Borrower and its Subsidiaries for the next following fiscal year setting forth anticipated income, expense and capital expenditure items for each quarter during such fiscal year; provided that such forecasts shall include substantially the same financial and operating information delivered by the Holding Company or the Borrower pursuant to Section 6.01(g) of the Existing Credit Agreement prior to the First Amendment Effective Date (as defined in the Existing Credit Agreement); and (gh) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Holding Company, the Borrower or any Obligorof the Borrower’s Subsidiaries, any Unrestricted Subsidiary (including its financial statements), any Station (including copies of network affiliation agreements entered into by such Station), any Material Third-Party Licensee or any Person that owns the Capital Stock of any Material Third-Party Licensee, or compliance with the terms of this Agreement and the other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to Clauses (a) and (b) of this Section 5.01 (to 6.01 shall in any event be deemed satisfied so long as the extent any such documents are included in materials otherwise financial statements of the Holding Company filed with the Securities SEC for the corresponding period comply in all material respects with Regulation S-X, as in effect from time to time. Each of the Holding Company and Exchange Commission) may be delivered electronically the Borrower represents and if so delivered, shall be deemed to have been delivered on the date warrants that it and any of its Subsidiaries either (i) on which the Borrower posts such documents, has no registered or provides a link thereto, on the Borrower’s website; publicly traded securities outstanding or (ii) on which such documents are posted on files its financial statements with the Obligors’ behalf on IntraLinks or another relevant websiteSEC and/or makes its financial statements available to potential holders of its 144A securities, if anyand, to which accordingly, each Lender of the Holding Company and the Borrower hereby (x) authorizes the Administrative Agent to make the financial statements to be provided under Section 6.01(a) and (b) above, along with the Loan Documents, available to Public-Xxxxxx and (y) agrees that at the time such financial statements are provided hereunder, they shall already have access (whether a commercial, third-party website or whether sponsored by been made available to holders of its securities. Neither the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) Holding Company nor the Borrower shall will request that any other material be required posted to provide paper copies of the certificates required by Section 5.01(c) Public-Xxxxxx without expressly representing and warranting to the Administrative Agent in writing that (A) such materials do not constitute material non-public information within the meaning of the federal securities laws (“MNPI”) or (B) (i) each of the Holding Company, the Borrower and their respective Subsidiaries has no outstanding publicly traded securities, including 144A securities, and (ii) if at any time the Holding Company, the Borrower shall notify or any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically of their respective Subsidiaries issues publicly traded securities, including 144A securities, then prior to the extent that issuance of such Lender has requested securities, the Holding Company or the Borrower to be notified. Except for will make such certificates, materials that do constitute MNPI publicly available by press release or public filing with the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handSEC.

Financial Statements and Other Information. The Borrower will furnish Sellers shall deliver to the Administrative Agent (which shall promptly furnish to the Lenders):Buyer: (ai) As soon as available and in any event within 75 forty (40) days after the end of each calendar month, the consolidated balance sheets of each Seller Party and Servicer and its consolidated Subsidiaries as at the end of such month, the related unaudited consolidated statements of income and retained earnings and, of cash flows for such Seller Party or Servicer and its consolidated Subsidiaries for such period and the portion of the fiscal year through the end of such period; (ii) As soon as available and in any event within forty-five (45) days after the end of each of the first three quarterly fiscal periods of each fiscal year of each Seller Party and Servicer, the consolidated balance sheets of such Seller Party or Servicer and its consolidated Subsidiaries as at the end of such period and the related unaudited consolidated statements of income and retained earnings and of cash flows for such Seller Party or Servicer and its consolidated Subsidiaries for such period and the portion of the fiscal year through the end of such period; (iii) As soon as available and in any event within ninety (90) days after the end of each fiscal year (beginning with the fiscal year ending March 31, 2017)of each Seller Party and Servicer, the audited consolidated statements balance sheets of operations, changes in stockholders’ equity and cash flows of the Borrower such Seller Party or Servicer and its Subsidiaries for such fiscal year, and the related audited consolidated balance sheet for the Borrower and its Subsidiaries as of the end of such fiscal year, setting forth in each case in comparative form the corresponding figures for the previous fiscal year, all reported on by Deloitte LLP, or other independent public accountants of recognized national standing (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; (b) within 45 days after the end of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations of the Borrower and its Subsidiaries for such fiscal quarter (the “current fiscal quarter”) and for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarteryear and the related consolidated statements of income and retained earnings and of cash flows for such Seller Party or Servicer and its consolidated Subsidiaries for such year, and consolidated statements of liquidity of such Seller Party or Servicer and its consolidated Subsidiaries as at the end of the such 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 accompanied by an opinion thereon of independent certified by a Financial Officer public accounts of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said consolidated financial statements fairly present the Borrower as presenting fairly, in all material respects, the consolidated financial condition and results of operations of the Borrower such Seller Party or Servicer and its consolidated Subsidiaries on a consolidated basis in each case at the end of, and for, such fiscal year in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of all interim balance sheets of the Borrower; (civ) concurrently with Sellers shall deliver to the Buyer the following certificates (any delivery of which may be consolidated for any month or quarter, respectively, on the latest date as to which any such consolidated certificates for such month or quarter, respectively, are due): (1) On or prior to the last day of each calendar month, a certificate of a Responsible Officer of each Seller Party and Servicer in the form of Exhibit A attached hereto; (2) at the time each Seller Party or Servicer furnishes each set of financial statements under clause pursuant to paragraph (a) or (bii) above, a certificate of a Financial Responsible Officer of such Seller Party or Servicer to the Borrower substantially effect that, to the best of such Responsible Officer’s knowledge, such Seller Party or Servicer during such fiscal period or year has observed or performed all of its covenants and other agreements, and satisfied every material condition, contained in this Agreement and the form of Exhibit H (with such modifications as reasonably agreed by the Administrative Agent): (i) certifying as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and any action taken or proposed other Program Documents to be taken with respect thereto; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations observed, performed or satisfied by it, and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type that such Responsible Officer has obtained no knowledge of any Spectrum Invested Default or Event of Default except as specified in joint ventures during such period; certificate (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) and, if any such change Default or Event of Default has occurredoccurred and is continuing, specifying describing the effect of such change on same in reasonable detail and describing the action Seller has taken or proposes to take with respect thereto); and (3) at the time it furnishes consolidated financial statements accompanying such certificate; pursuant to paragraphs (ivi) in the case of the financial statements under clause and (aii) above, starting with those for the fiscal year ended March 31, 2018, a reasonably detailed calculation of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Responsible Officer stating of each related Seller Party or Servicer, which certificate shall state that said consolidated financial statements fairly present the consolidated financial condition and results of operations of such Projections were prepared Seller Party or Servicer and its Subsidiaries in good faith and based upon assumptions that were believed to be reasonable accordance with GAAP, consistently applied, as at the end of, and for, such period (subject to normal year-end audit adjustments). (v) From time to time at the request of Buyer, each Seller shall provide Buyer with a paper or electronic copy produced by such Projections were preparedSeller’s internal mortgage tracking system reflecting that the Purchased Loans are registered in the name of Buyer within three (3) Business Days of such request; (evi) as soon as possible after the delivery of any compliance certificate required pursuant From time to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, time such other information regarding the financial condition, operations, well-being or business affairs and financial condition of any Obligor, Seller Party or compliance with the terms of this Agreement and other Loan Documents, Servicer as the Administrative Agent or any Lender (through the Administrative Agent) Buyer may reasonably request. Documents required to be delivered pursuant to this Section 5.01 , within two (to 2) Business Days; (vii) Promptly at the extent any such documents are included in materials otherwise filed with end of each quarterly fiscal period of each fiscal year, a valuation report regarding Servicer’s servicing portfolio and the Securities and Exchange CommissionServicer’s determination of the book value of its servicing portfolio; (viii) may be delivered electronically and if so deliveredWithin eight (8) days after the end of each month, shall be deemed to have been delivered on the date (i) on a report of all sales, repurchase and other transactions with respect to the Purchased Loans, which the Borrower posts such documentsschedule shall be acceptable to Buyer, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents a properly completed Loan Schedule with respect to each Purchased Loan, (iii) servicing reports for the prior month, including static pool analyses, liquidity (cash and availability) and identification of any modifications to any Purchased Loans, (iv) servicing data feeds for the prior month detailing Loan level attributes, and (v) reports reflecting those Purchased Loans that are posted on the Obligors’ behalf on IntraLinks expected to become real estate owned properties within sixty (60) days; (ix) Within five (5) days after any material amendment, modification or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) supplement to the Administrative Agent Servicing Agreement a certified, fully executed copy of such amendment, modification or supplement; (x) Promptly upon reasonable request by Buyer, information regarding any Seller Party’s or Servicer’s portfolio including information regarding asset allocation, leverage, liquidity, and such other information respecting the condition or operations (iifinancial or otherwise), of such Seller Party or Servicer; (xi) Promptly upon the Borrower shall notify establishment of any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to rating of any Seller Party or Servicer by any Rating Agency and any downgrade in or withdrawal of any such rating once established; (xii) Within one (1) Business Day of any margin call (however defined or described in the extent that applicable Indebtedness documents) or other similar request (including a claim under a guaranty) is made upon any Seller Party or Servicer under any Indebtedness of any Seller Party or Servicer in an aggregate amount in excess of $1,000,000, notice of such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery margin call or to maintain copies of the documents referred to aboveother request; (xiii) As soon as reasonably possible, and in any event shall have no responsibility within fifteen (15) days after a Responsible Officer of any Seller Party or Servicer knows or has reason to monitor compliance believe, that any of the events or conditions specified below with respect to any Plan or Multiemployer Plan has occurred or exists, a statement signed by a senior financial officer of such Seller Party or Servicer setting forth details respecting such event or condition and the Borrower action, if any, that such Seller Party or Servicer or its ERISA Affiliate proposes to take with respect thereto (and a copy of any report or notice required to be filed with or given to PBGC by such Seller Party or Servicer or an ERISA Affiliate with respect to such event or condition): (A) any Reportable Event, or any request for deliverya waiver under Section 412(c) of the Code for any Plan; (B) the distribution under Section 4041(c) of ERISA of a notice of intent to terminate any Plan or any action taken by Seller or an ERISA Affiliate to terminate any Plan; (C) the institution by PBGC of proceedings under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan, or the receipt by Seller or any ERISA Affiliate of a notice from a Multiemployer Plan that such action has been taken by PBGC with respect to such Multiemployer Plan; (D) the complete or partial withdrawal from a Multiemployer Plan by a Seller Party or Servicer or any ERISA Affiliate that results in liability under Section 4201 or 4204 of ERISA (including the obligation to satisfy secondary liability as a result of a purchaser default) or the receipt by any Seller Party or Servicer or any ERISA Affiliate of notice from a Multiemployer Plan that it is in reorganization or insolvency pursuant to Section 4241 or 4245 of ERISA or that it intends to terminate or has terminated under Section 4041A of ERISA; (E) the institution of a proceeding by a fiduciary of any Multiemployer Plan against any Seller Party or Servicer or any ERISA Affiliate to enforce Section 515 of ERISA, which proceeding is not dismissed within 30 days; and (F) the adoption of an amendment to any Plan that, pursuant to Section 401(a)(29) of the Code, would result in the loss of tax-exempt status of the trust of which such Plan is a part if any Seller Party or Servicer or an ERISA Affiliate fails to timely provide security to such Plan in accordance with the provisions of said Sections. (xiv) Within (i) three (3) Business Days after receipt by a Seller Party (to the extent such Seller Party owns any servicing rights with respect to any mortgage loans) of a request from Buyer, the servicing valuation conducted by such Seller Party and each Lender shall be solely responsible for requesting delivery used to it or maintaining its copies support the calculation of the servicing multiple used in determining the book value of such documents. The financial statement and other related deliverable requirements set forth above Seller Party’s servicing portfolio in Sections 5.01(a), (b), (d) accordance with GAAP; and (eii) may be satisfied if so requested by delivering Buyer, within (3) Business Days of its completion, the corresponding information servicing valuation conducted by a Valuation Agent with respect to the Parent Guarantor (and as applicable its Subsidiaries) value of such Seller Party’s servicing portfolio in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently accordance with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other hand.GAAP;

Financial Statements and Other Information. The Borrower will furnish Holding Company has previously furnished to the Administrative Agent (which shall promptly furnish to Lenders copies of the Lenders):following: (a) within 75 days after The audited Consolidated and unaudited Consolidating balance sheets of the end Holding Company and its Subsidiaries and of the Borrower and its Subsidiaries as at December 31 in each fiscal year (beginning with the fiscal year ending March 31of 1995, 2017), 1996 and 1997 and the audited consolidated Consolidated and unaudited Consolidating statements of operations, income and the audited Consolidated statements of changes in stockholders’ shareholders' equity and of cash flows of the Holding Company and its Subsidiaries and of the Borrower and its Subsidiaries for such the fiscal year, years then ended. (b) The unaudited Consolidated and Consolidating balance sheets of the related audited consolidated balance sheet for Holding Company and its Subsidiaries and of the Borrower and its Subsidiaries as at September 30, 1998 and the unaudited Consolidated statements of income, of changes in shareholders' equity and of cash flows of the Holding Company and its Subsidiaries and of the Borrower and its Subsidiaries for the portion of the fiscal year then ended. (c) The Holding Company's report on 10-K for its fiscal year ended December 31, 1997, as filed with the Securities and Exchange Commission. (d) The five-year financial and operational projections for the Holding Company and its Subsidiaries dated December 1998. (e) Calculations demonstrating pro forma compliance with the Computation Covenants as of the end of such fiscal yearthe most recent month or quarter, setting forth in each case in comparative form as applicable, preceding the corresponding figures date hereof. (f) Confidential Memorandum for the previous fiscal yearproposed sale of Heartland Industries, all reported on Inc. (DE) prepared by Deloitte Stonebridge Associates, LLC. (g) Heartland Industries, Inc. Due Diligence Report for PlayCore, Inc. dated December 1998 prepared by Ernst & Young LLP, or other independent public accountants of recognized national standing . The audited Consolidated financiax xxxtements (without a “going concern” or like qualification or exception including the notes thereto) referred to in clause (a) above were prepared in accordance with GAAP and without any qualification or exception as to the scope of such audit), to the effect that such audited consolidated financial statements fairly present fairly in all material respects the financial condition position of the Holding Company and results of operations its Subsidiaries and of the Borrower and its Subsidiaries on a consolidated Consolidated basis at the respective dates thereof and the results of their operations for the periods covered thereby. The unaudited Consolidating financial statements referred to in clause (a) above and the unaudited Consolidated and Consolidating financial statements referred to in clause (b) above were prepared in accordance with GAAP consistently applied; (b) within 45 days after and fairly present in all material respects the end financial position of the first three fiscal quarters of each fiscal year (beginning with June 30, 2017): (i) the unaudited interim consolidated statements of operations Holding Company and its Subsidiaries and of the Borrower and its Subsidiaries for such fiscal quarter (at the “current fiscal quarter”) respective dates thereof and the results of their operations for the then elapsed portion of the fiscal year, (ii) the unaudited interim consolidated statements of changes in stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the then elapsed portion of the fiscal year, and (iii) the unaudited interim consolidated balance sheet for the Borrower and its Subsidiaries as at the end of such fiscal quarter, 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 by a Financial Officer of the Borrower as presenting fairly, in all material respects, the financial condition and results of operations of the Borrower and its Subsidiaries on a consolidated basis in each case in accordance with GAAPcovered thereby, subject to normal year-end audit adjustments adjustment and the absence addition of footnotes in the case of all interim financial statements. Neither the Holding Company nor any of its Subsidiaries has any known contingent liability material to the Holding Company and its Subsidiaries on a Consolidated basis which is not reflected in the balance sheets of the Borrower; (c) concurrently with any delivery of financial statements under clause referred to in clauses (a) or (b) above, a certificate of a Financial Officer of the Borrower substantially in the form of Exhibit H above (with such modifications as reasonably agreed by the Administrative Agent): (ior delivered pursuant to Sections 6.4.1 or 6.4.2) certifying 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; (ii) setting forth reasonably detailed calculations of (w) the outstanding amount of Relevant Obligations and demonstrating compliance with the Applicable Debt Cap Test as of the last applicable date of incurrence thereunder, (x) if any Disposition of Spectrum occurred in the most recent applicable fiscal quarter covered thereby, calculations demonstrating compliance with the Spectrum Disposition Requirements and (y) the Total Indebtedness Ratio and Total Interest Coverage Ratio and (z) the amount and type of any Spectrum Invested in joint ventures during such period; (iii) stating whether any change in GAAP or in the application thereof has occurred since the later of the date of the financial statements as at March 31, 2016 notes thereto. The Form 10-K referred to in Section 3.04 and the date of the last certificate delivered pursuant to this clause (c) andabove contained all information required to be contained therein and otherwise complied in all material respects with the Exchange Act and the rules and regulations thereunder. Such Form 10-K did not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained therein not misleading in the light of the circumstances under which they were made. In the Holding Company's judgment, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; and operational projections referred to in clause (ivd) in the case above constitute a reasonable basis as of the Initial Closing Date for the assessment of the future performance of the Holding Company and its Subsidiaries during the periods indicated therein, it being understood that any projected financial statements under information represents an estimate, based on various assumptions, of future results of operations which may or may not in fact occur. As of December 1998 the Confidential Memorandum described in clause (af) above and the Due Diligence Report described in clause (g) above, starting with those for taken as a whole, did not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the fiscal year ended March 31statements contained therein not misleading in the light of the circumstances under which they were made; provided, 2018however, a reasonably detailed calculation that the descriptions in such Confidential Memorandum and Due Diligence Report of Excess Cash Flow for such fiscal year, along with a certification thereof; (d) concurrently with any delivery of financial statements under clause (a) above, financial projections in a form substantially similar to the financial projections most recently delivered to the Administrative Agent prior to the Effective Date (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Financial Officer stating that such Projections were prepared in good faith other documents and based upon assumptions that were believed agreements are intended to be reasonable at the time such Projections were prepared; (e) as soon as possible after the delivery summaries only and do not provide comprehensive descriptions of any compliance certificate required pursuant to 5.01(c), but no later than 30 days after the date a quarterly compliance certificate is required to be delivered and no later than 45 days after the date an annual compliance certificate is required to be delivered, reconciliation information relating to the Borrower and its Restricted Subsidiaries substantially in the form to be attached as Exhibit G (with such modifications as reasonably agreed by the Administrative Agent) and combined consolidated financial statements for the Spectrum Sale and Leaseback special purpose entities included in the reconciliation and required to be delivered pursuant to the terms of the Spectrum Sale and Leaseback transaction to the holders of the applicable Indebtedness thereunder; (f) promptly after the same become publicly available, furnish all periodic and other reports, proxy statements and other materials filed by any Obligor with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission or distributed by such Obligor to the holders of its securities; and (g) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Obligor, or compliance with the terms of this Agreement and other Loan Documents, as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent any conditions contained in such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website; or (ii) on which such documents are posted on the Obligors’ behalf on IntraLinks or another relevant website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent). Notwithstanding anything contained herein, in every instance (i) the Borrower shall be required to provide paper copies of the certificates required by Section 5.01(c) to the Administrative Agent and (ii) the Borrower shall notify any Lender when documents required to be delivered pursuant to this Section 5.01 have been delivered electronically to the extent that such Lender has requested the Borrower to be notified. Except for such certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The financial statement and other related deliverable requirements set forth above in Sections 5.01(a), (b), (d) and (e) may be satisfied by delivering the corresponding information with respect to the Parent Guarantor (and as applicable its Subsidiaries) in lieu of the Borrower (and as applicable its Subsidiaries), provided that concurrently with such delivery the Borrower delivers a reconciliation setting forth in reasonable detail the differences between such information as it relates to the Parent Guarantor (and as applicable its Subsidiaries) on the one hand and the Borrower (and as applicable its Subsidiaries) on the other handagreements.