Common use of Financial Statements Clause in Contracts

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event event, within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ending June 30, 2012), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b(b) above, above the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SECSEC or (B) following an election by the Borrower pursuant to the definition of “GAAP,” the applicable financial statements determined in accordance with IFRS; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditstandards.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearHoldings, a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” concern or like qualification or exception (other than with respect to or resulting from, (i) any potential inability to satisfy the financial covenant described in Section 8.01 in a future date or period or (ii) the fact that the final maturity date of any Loan or Commitment hereunder is less than one year after the date of such opinion) or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings (commencing with the Borrowerfiscal quarter ended March 31, 2013), a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAPGAAP applicable to unaudited interim financial statements, subject only to changes resulting from audit, normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than within ninety (90) days after the end of each fiscal year of (beginning with the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Dateending December 31, one hundred twenty (1202013) days)of Holdings, a reasonably detailed consolidated budget for the following fiscal year as customarily prepared by management of Holdings for its internal use (including a projected consolidated balance sheet of the Borrower Holdings and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”)Projections”),which Projections have been prepared in good faith on the basis of the assumptions stated therein, which Projections shall in each case assumptions were believed to be accompanied by a certificate reasonable at the time of a Responsible Officer stating preparation of such Projections, it being understood that actual results may vary from such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above), the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Holdings and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) of Holdings that holds all of the Equity Interests of Holdings or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, such entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of Holdings, such information is accompanied by consolidating information (which may be unaudited) that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to Holdings, the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception (other than with respect to, or resulting from, (i) any potential inability to satisfy the financial covenant described in Section 8.01 in a future date or period or (ii) the fact that the final maturity date of any Loan or Commitment hereunder is less than one year after the date of such opinion) as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent (with sufficient copies for prompt further distribution to each Lender), in form and detail satisfactory to Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year Fiscal Year of the Borrower beginning with the 2006 fiscal yearParent, a consolidated balance sheet of the Borrower and its Subsidiaries sheets as at the end of such fiscal yearFiscal Year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal yearFiscal Year, on a consolidated and consolidating basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, which consolidated statements shall be audited and accompanied by a report and opinion of Deloitte & Touche LLP an independent certified public accountant or any other independent registered public accounting firm chartered accountant, as applicable, of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year Fiscal Year of the BorrowerParent, a consolidated unaudited balance sheet of the Borrower and its Subsidiaries sheets as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Parent’s fiscal year then ended, on a consolidated and consolidating basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief financial officer of the Borrower Agent as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Parent and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and in any event no later than ninety (90) within 30 days after the end of each month other than the last month of each fiscal quarter of Parent, unaudited balance sheets as at the end of such month, and the related statements of income or operations for such month and for the portion of Parent’s fiscal year then ended, on a consolidated basis for Parent and its Subsidiaries, setting forth in each case in comparative form the figures for the corresponding month of the Borrower (or, solely with respect to the first previous fiscal year immediately following and the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet corresponding portion of the previous fiscal year, all in reasonable detail, certified by the chief financial officer of Borrower Agent as fairly presenting the financial condition, results of operations, shareholders’ equity and cash flows of Parent and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audithistorical practices.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with ending after the 2006 fiscal yearInitial Closing Date, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal yearyear and including a customary management summary of operating results, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 (other than an emphasis of matter paragraph) (other than (x) with respect to, or resulting from, a current debt maturity and/or (y) any potential default or event of default of any financial covenant under this Agreement and/or any other Indebtedness; provided that if the independent auditor provides an attestation and a report with respect to management’s report on internal control over financial reporting and its own evaluation of internal control over financial reporting, then such report may include a qualification or exception as limitation due to the scope exclusion of any acquired business from such auditreport to the extent such exclusion is permitted under rules or regulations promulgated by the SEC or the Public Company Accounting Oversight Board; (b) as soon as available, but in any event event, within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower beginning with the first fiscal quarter ending after the Initial Closing Date, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections Section 6.01(a) and 6.01(b(b) above, above the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of any parent company or Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect a parent thereof), as applicable, company’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized standing, which statements, report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not may be subject to any “going concern” or like qualification or exception or any qualification or exception the same exceptions and qualifications as to contemplated in Section 6.01(a) (including the scope of such auditproviso thereto).

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail reasonably satisfactory to the Administrative Agent: (a) as soon as available, but in any event within ninety (90) 95 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearPartnership, a consolidated balance sheet of the Borrower Partnership and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Administrative Agent, 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerPartnership, a consolidated balance sheet of the Borrower Partnership and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Partnership’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Partnership as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Partnership and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and but in any event no within 35 days after the end of each month (or 45 days after the end of each month ending a fiscal quarter) of each fiscal year of the Partnership, a consolidated balance sheet of the Partnership and its Subsidiaries as of the end of such month, and the related consolidated statements of income or operations, shareholders’ equity and cash flows for such month and for the portion of the Partnership fiscal year then ended setting forth in each case in comparative form for the corresponding month of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and duly certified by the chief executive officer, chief financial officer, treasurer or controller of the Partnership; and (d) as soon as available, but in any event not later than ninety (90) 60 days after the end of each fiscal year of the Borrower (orPartnership, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated an annual business plan and budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Partnership and its Subsidiaries as on a consolidated basis, including forecasts prepared by management of the end Partnership, in form reasonably satisfactory to the Administrative Agent, of consolidated balance sheets and statements of income or operations and cash flows of the Partnership and its Subsidiaries on a quarterly basis for the immediately following fiscal year. As to any information contained in materials furnished pursuant to Section 6.02(d), the related consolidated statements of projected cash flow and projected income and a summary Borrowers shall not be separately required to furnish such information under Section 6.01(a) or (b) above, but the foregoing shall not be in derogation of the material underlying assumptions applicable thereto) (collectively, obligation of the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, Borrowers to furnish the information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to materials described in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 2005 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days (in the case of the fiscal quarter in which the Original Closing Date occurs, sixty (60) days following the end of such fiscal quarter) after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety one hundred five (90105) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate and, as soon as available, significant revisions, if any, of a Responsible Officer stating that such Projections are based on reasonable estimates, information budget and assumptions and that projections with respect to such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectfiscal year; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereofof Holdings) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail reasonably satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 120 days after the end of each fiscal year of the Borrower beginning Parent (commencing with the 2006 fiscal yearyear ending December 31, 2017), a consolidated and consolidating balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by (A) a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding reasonably acceptable to the Required Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit, and such consolidating statements to be certified, to knowledge, by the chief executive officer, chief financial officer, chief accounting officer, treasurer, controller or other senior financial or accounting executive of the Parent to the effect that such statements are fairly stated in all material respects when considered in relation to the consolidated financial statements of the Parent and its Subsidiaries, (B) a report of such Registered Public Accounting Firm as to the effectiveness of Borrower’s internal control over financial reporting pursuant to Section 404 of Xxxxxxxx-Xxxxx; and (C) any other information included in the Parent’s or the Borrower’s Form 10-K for such fiscal year; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent (commencing with the fiscal quarter ending March 31, 2018), a consolidated balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Parent’s fiscal year then ended, and any other information included in the Parent’s or the Borrower’s Form 10-Q for such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified detail, such consolidated statements to be certified, to knowledge, by a Responsible Officer the chief executive officer, chief financial officer, chief accounting officer, treasurer, controller or other senior financial or accounting executive of the Borrower Parent as fairly presenting presenting, in all material respects respects, the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower Parent and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and in any event no later than ninety (90) days after the end January 31 of each year, pro forma projected financial statements for the Parent and its Subsidiaries made in good faith, including anticipated sources and uses of cash for the four (4) calendar quarters constituting such calendar year, and no later than August 31 of each year preliminary pro forma projected sources and uses of cash for such parties made in good faith for the succeeding fiscal year year. As to any information contained in materials furnished pursuant to Section 6.02(d), the Borrower shall not be separately required to furnish such information under clause (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower (or, solely with respect to furnish the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading materials described in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof)times specified therein, as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditso furnished.

Financial Statements. Deliver to the Administrative Agent [Use following paragraph (a) for prompt further distribution to each Lender:fiscal quarter-end financial statements] (a) Attached hereto as soon as available, but in any event within ninety (90) days after Appendix III are the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a unaudited consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at for the end of such fiscal yearquarter ended , and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower Holdings and its domestic Subsidiaries as at of the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for cash flows of Holdings and its Subsidiaries and the portion of the fiscal year then ended and (ii) consolidated statements of income and cash flows of Holdings and its domestic Subsidiaries for the portion of period commencing at the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter end of the previous fiscal year and ending with the corresponding portion end of such quarter (or if not attached, a copy of the previous quarterly report filed with the SEC on form 10-Q, reflecting such consolidated balance sheets and consolidated statements of income and cash flows, has been delivered to the Agent in accordance with Section 9.02(b) of the Credit Agreement). [Use following paragraphs (b) and (c) for fiscal year-end financial statements] (b) Attached hereto as Appendix III are the audited consolidated balance sheet of Holdings and its Subsidiaries for the fiscal year ended , all in reasonable detail and certified by a Responsible Officer the consolidated statements of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity income and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following such fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any without a “going concern” or like qualification or exception exception, or any qualification or exception as to arising out of the scope of the audit, which report has been prepared by a Board-appointed auditor of national standing (or if not attached, a copy of the annual report filed with the SEC on form 10-K, reflecting such auditconsolidated balance sheet and consolidated statements of income and cash flows of Holdings and its Subsidiaries, has been delivered to the Agent in accordance with Section 9.02(b) of the Credit Agreement). (c) Attached hereto as Appendix IV are the unaudited consolidated balance sheet of Holdings and its domestic Subsidiaries for the fiscal year ended , and the consolidated statements of income and cash flows of Holdings and its domestic Subsidiaries for such fiscal year.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution Agent, in form and detail satisfactory to each Lenderthe Agent: (a) as soon as available, but in any event within ninety (90) 120 days after the end of each fiscal year Fiscal Year of the Borrower beginning with the 2006 fiscal yearHoldings, (x) a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries Albertson’s Group as at the end of such fiscal yearFiscal Year, and the related consolidated Consolidated statements of income or operations, stockholdersShareholders’ equity Equity and cash flows for such fiscal yearFiscal Year, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding reasonably acceptable to the Agent, 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 or any qualification or exception as to the scope of such auditaudit and (y) a copy of management’s discussion and analysis with respect to the financial statements of such Fiscal Year, all of which shall be in form and detail reasonably satisfactory to the Agent; (b) as soon as available, but in any event within forty-five (45) 60 days after the end of each of the first three (3) fiscal quarters Quarterly Accounting Periods of each fiscal year Fiscal Year of the BorrowerHoldings, (x) a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries Albertson’s Group as at the end of such fiscal quarterQuarterly Accounting Period, and the related (i) consolidated Consolidated statements of income or operations operations, Shareholders’ Equity and cash flows for such fiscal quarter Quarterly Accounting Period and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year Holdings’ Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding fiscal quarter Accounting Period of the previous fiscal year Fiscal Year and (B) the corresponding portion of the previous fiscal yearFiscal Year, all in reasonable detail and detail, such Consolidated statements to be certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholdersShareholders’ equity Equity and cash flows of the Borrower and its Subsidiaries Albertson’s Group as of the end of such Quarterly Accounting Period in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotespurchase accounting adjustments resulting from the consummation of the Transactions and the absence of footnotes and that prior Fiscal Year results are not required to be restated for changes in discontinued operations and (y) a copy of management’s discussion and analysis with respect to the financial statements of such Quarterly Accounting Period, all of which shall be in form and detail reasonably satisfactory to the Agent; (c) as soon as available, and but in any event no later than ninety (90) within 45 days after the end of each fiscal year of the Borrower Accounting Periods of each Fiscal Year of Holdings beginning with the Accounting Period ending February 28, 2015 (orother than (x) in the case of an Accounting Period that coincides with the end of a Quarterly Accounting Period (other than the last Quarterly Accounting Period of any Fiscal Year), solely in which case the financial statements required by this clause (c) shall be due 60 days after the end of such Accounting Period or (y) an Accounting Period that coincides with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysend of a Fiscal Year), a detailed consolidated budget for the following fiscal year (including a projected consolidated Consolidated balance sheet of the Borrower Albertson’s Group as at the end of such Accounting Period, and its Subsidiaries the related Consolidated statements of income or operations and cash flows for such Accounting Period, and for the portion of Holdings’ Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding Accounting Period of the previous Fiscal Year and (B) the corresponding portion of the previous Fiscal Year, all in reasonable detail, such Consolidated statements to be certified by a Responsible Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of the Albertson’s Group as of the end of such Accounting Period in accordance with GAAP, subject only to normal year-end audit adjustments and the following fiscal yearabsence of footnotes and that prior Fiscal Year results are not required to be restated for changes in discontinued operations; provided that prior to the Accounting Period ending February 28, 2015, the Loan Parties shall deliver (I) a Consolidated balance sheet of the Parent Borrower as at the end of January 22, 2015 and the related consolidated Consolidated statements of projected cash flow income or operations for such period and projected (II) a Consolidated balance sheet of Safeway as at the end of January 31, 2015 and the related Consolidated statements of income and a summary of the material underlying assumptions applicable thereto) (collectivelyor operations for such period, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to comparative financial information of for such period required pursuant to the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses immediately preceding subclauses (A) and (B). (d) [reserved]; (e) as soon as available, but in any event no more than 60 days after the end of each Fiscal Year of Holdings (or, in the case of the first Fiscal Year of Holdings ended after the Escrow Release Date, 120 days), detailed consolidated budget and forecasts prepared by management of Holdings, in form reasonably satisfactory to the Agent, of the Consolidated balance sheets and statements of income or operations and cash flows of the Albertson’s Group on a quarterly basis for the immediately following Fiscal Year (including the Fiscal Year in which the Latest Maturity Date occurs); it being understood and agreed that (i) any forecasts furnished hereunder are subject to significant uncertainties and contingencies, which may be beyond the control of the Loan Parties, (ii) no assurance is given by the Loan Parties that the results or forecast in any such projections will be realized and (iii) the actual results may differ from the forecasted results set forth in such projections and such differences may be material; (f) concurrently with the execution of any agreement to dispose of any Divested Property, an officer’s certificate signed by a Responsible Officer of the Parent Borrower in form and substance reasonably acceptable to the Agent setting forth the Fair Market Value of such Divested Property and the basis of such valuation; (g) no later than five (5) days after the delivery of the financial statements referred to in Section 9.5(a) and (b), a duly completed Compliance Certificate signed by a Responsible Officer of Holdings; and (h) together with the delivery of each annual Compliance Certificate pursuant to Section 9.5(g), a list of each Subsidiary of Holdings that identifies each Subsidiary as a Restricted Subsidiary or an Unrestricted Subsidiary as of the date of delivery of such Compliance Certificate (to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains there have been any changes in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope identity of such auditSubsidiaries since the Escrow Release Date or the most recent list provided).

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) Lender as soon as available, but in any event within one hundred thirty-five (135) days after the end of the fiscal year ending December 31, 2011 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) Deliver to the Administrative Agent for prompt further distribution to each Lender, as soon as available, but in any event within fortyninety (90) days, seventy-five (4575) days and sixty (60) days after the end of each of the first three (3) fiscal quarters, respectively, following the Closing Date and within forty-five (45) days after the end of each the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower thereafter, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for such fiscal quarter and the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) Deliver to the Administrative Agent for prompt further distribution to each Lender, as soon as available, and in any event no later than ninety sixty (9060) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a detailed consolidated budget for the following fiscal year on a quarterly basis (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementsvariations may be material. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10l0-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted its Subsidiaries on a standalone basis, on the other hand hand, and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized standing, with respect to the Borrower and its Subsidiaries, in each case, 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 or any qualification qualifications or exception as to the scope of such audit. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(c) and (d) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Borrower’s behalf on IntraLinks/IntraAgency 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Notwithstanding anything contained herein, in every instance the Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.02(a) to the Administrative Agent; provided, however, that if such Compliance Certificate is first delivered by electronic means, the date of such delivery by electronic means shall constitute the date of delivery for purposes of compliance with Section 6.02(a). Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arrangers will make available to the Lenders and the L/C Issuer 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 electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (w) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC,” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Arrangers, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of United States Federal and state securities laws; provided that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.08; (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information”; and (z) the Administrative Agent and each Arranger shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.” Notwithstanding the foregoing, the Borrower shall not be under any obligation to xxxx any Borrower Materials “PUBLIC.” THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE COMMUNICATIONS, OR THE ADEQUACY OF THE PLATFORM AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE COMMUNICATIONS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE COMMUNICATIONS OR THE PLATFORM. IN NO EVENT SHALL THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES (COLLECTIVELY, “AGENT PARTIES”) HAVE ANY LIABILITY TO THE BORROWER, ANY LENDER OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES (WHETHER IN TORT, CONTRACT OR OTHERWISE) ARISING OUT OF THE BORROWER’S OR THE ADMINISTRATIVE AGENT’S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE EXTENT THE LIABILITY OF ANY AGENT PARTY IS FOUND IN A FINAL NON-APPEALABLE JUDGMENT BY A COURT OF COMPETENT JURISDICTION TO HAVE RESULTED PRIMARILY FROM SUCH AGENT PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution Agent, in form and detail satisfactory to each Lenderthe Agent: (a) as soon as available, but in any event within ninety (90) 120 days after the end of each fiscal year Fiscal Year of the Borrower beginning with the 2006 fiscal yearHoldings, (x) a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries Albertson’s Group as at the end of such fiscal yearFiscal Year, and the related consolidated Consolidated statements of income or operations, stockholdersShareholders’ equity Equity and cash flows for such fiscal yearFiscal Year, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, such Consolidated statements to be audited and accompanied by a report and unqualified opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding reasonably acceptable to the Agent, 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 or any qualification or exception as to the scope of such auditaudit and (y) a copy of management’s discussion and analysis with respect to the financial statements of such Fiscal Year, all of which shall be in form and detail reasonably satisfactory to the Agent; (b) as soon as available, but in any event within forty-five (45) 60 days after the end of each of the first three (3) fiscal quarters Quarterly Accounting Periods of each fiscal year Fiscal Year of the BorrowerHoldings, (x) a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries Albertson’s Group as at the end of such fiscal quarterQuarterly Accounting Period, and the related (i) consolidated Consolidated statements of income or operations operations, Shareholders’ Equity and cash flows for such fiscal quarter Quarterly Accounting Period and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year Holdings’ Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) the corresponding fiscal quarter Accounting Period of the previous fiscal year Fiscal Year and (B) the corresponding portion of the previous fiscal yearFiscal Year, all in reasonable detail and detail, such Consolidated statements to be certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholdersShareholders’ equity Equity and cash flows of the Borrower and its Subsidiaries Albertson’s Group as of the end of such Quarterly Accounting Period in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotespurchase accounting adjustments resulting from the consummation of the Transactions and the absence of footnotes and that prior Fiscal Year results are not required to be restated for changes in discontinued operations and (y) a copy of management’s discussion and analysis with respect to the financial statements of such Quarterly Accounting Period, all of which shall be in form and detail reasonably satisfactory to the Agent; (c) [reserved]; (d) [reserved]; (e) as soon as available, and but in any event no later more than ninety (90) 60 days after the end of each fiscal year Fiscal Year of the Borrower Holdings (or, solely with respect to in the case of the first fiscal year immediately following Fiscal Year of Holdings ended after the Closing Escrow Release Date, one hundred twenty (120) 120 days), a detailed consolidated budget and forecasts prepared by management of Holdings, in form reasonably satisfactory to the Agent, of the Consolidated balance sheets and statements of income or operations and cash flows of the Albertson’s Group on a quarterly basis for the immediately following fiscal year Fiscal Year (including a projected consolidated balance sheet the Fiscal Year in which the Latest Maturity Date occurs); it being understood and agreed that (i) any forecasts furnished hereunder are subject to significant uncertainties and contingencies, which may be beyond the control of the Borrower Loan Parties, (ii) no assurance is given by the Loan Parties that the results or forecast in any such projections will be realized and its Subsidiaries as (iii) the actual results may differ from the forecasted results set forth in such projections and such differences may be material; (f) concurrently with the execution of the end any agreement to dispose of the following fiscal yearany Divested Property, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied an officer’s certificate signed by a certificate of a Responsible Officer stating that of the Parent Borrower in form and substance reasonably acceptable to the Agent setting forth the Fair Market Value of such Projections are based on reasonable estimatesDivested Property and the basis of such valuation; (g) no later than five (5) days after the delivery of the financial statements referred to in Section 9.5(a) and (b), information and assumptions and that such a duly completed Compliance Certificate signed by a Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectof Holdings; and (dh) simultaneously together with the delivery of each set annual Compliance Certificate pursuant to Section 9.5(g), a list of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts each Subsidiary of Holdings that identifies each Subsidiary as a Restricted Subsidiary or an Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information Subsidiary as of the Borrower and the Restricted Subsidiaries by furnishing date of delivery of such Compliance Certificate (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains there have been any changes in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope identity of such auditSubsidiaries since the Escrow Release Date or the most recent list provided).

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to The Company has furnished each Lender: (a) as soon as available, but in Purchaser of any event within ninety (90) days after the end of each fiscal year of the Borrower beginning Accepted Notes with the 2006 fiscal year, following financial statements: (i) a consolidated balance sheet of the Borrower Company and its Subsidiaries as of the last day in each of the three fiscal years of the Company most recently completed prior to the date as of which this representation is made or repeated to such Purchaser (other than fiscal years completed within 120 days prior to such date for which audited financial statements have not been released) and consolidated statements of income, cash flows and shareholders’ equity of the Company and its Subsidiaries for each such year, all reported on by PricewaterhouseCoopers (which financial statements shall in all respects be consistent with the requirements of Section 7.1(b) hereof, including the provisos thereto) and (ii) a consolidated balance sheet of the Company and its Subsidiaries as at the end of the quarterly period (if any) most recently completed prior to such date and after the end of such fiscal year (other than quarterly periods completed within 60 days prior to such date for which financial statements have not been released) and the comparable quarterly period in the preceding fiscal year and consolidated statements of income, cash flows and shareholders’ equity for the periods from the beginning of the fiscal years in which such quarterly periods are included to the end of such quarterly periods, prepared by the Company (which financial statements shall in all respects be consistent with the requirements of Section 7.1(a) hereof, including the provisos thereto). Such financial statements (including any related schedules and/or notes) fairly present the consolidated financial condition of the Company and its Subsidiaries as of the respective dates specified therein and the results of their operations and cash flows for the periods specified therein (subject, as to interim statements, to changes resulting from audits and year-end adjustments), have been prepared in accordance with GAAP consistently followed throughout the periods involved and show all liabilities, direct and contingent, of the Company and its Subsidiaries required to be shown in accordance with GAAP. The balance sheets fairly present the condition of the Company and its Subsidiaries as at the dates thereof, and the related consolidated statements of income or operationsincome, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form fairly present the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each results of the first three (3) fiscal quarters of each fiscal year operations of the Borrower, a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of their cash flows for the portion periods indicated. There has been no material adverse change in the business, property or assets, condition (financial or otherwise), operations or prospects of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) taken as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of whole since the end of the following most recent fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), year for which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated audited financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audithave been furnished.

Financial Statements. Deliver The Guarantor shall deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) 95 days after the end of each fiscal year of the Borrower beginning Guarantor (or, if earlier, 5 days after the date required to be filed with the 2006 fiscal yearSEC (after giving effect to any extension permitted by the SEC)), a consolidated balance sheet of the Borrower Guarantor and its Restricted Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit (except as may be required solely as a result of the impending maturity of any Indebtedness or any anticipated inability to satisfy any financial maintenance covenant or from the activities, operations, financial results, assets or liabilities of any Unrestricted Subsidiary); (b) as soon as available, but in any event within forty-five (45) 50 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerGuarantor (or, if earlier, 5 days after the date required to be filed with the SEC (after giving effect to any extension permitted by the SEC)) (commencing with the fiscal quarter ended March 31, 2021), a consolidated balance sheet of the Borrower Guarantor and its Restricted Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Guarantor’s fiscal year then ended ended, and (ii) the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Guarantor’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, chief accounting officer, treasurer or controller of the Borrower Guarantor as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Guarantor and its Restricted Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(aclauses (a) and 6.01(b(b) aboveof this Section 6.01, the related unaudited consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementsstatements either on the face of the financial statements or in the footnotes thereto, and reflecting the financial condition and results of operations of the Guarantor and its consolidated Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Guarantor. As to any information contained in materials furnished pursuant to Section 6.02(d), the Borrower shall not be separately required to furnish such information under subsection (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and materials described in subsections (a) and (b) above at the times specified therein. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Guarantor and the its Restricted Subsidiaries by furnishing (Ai) the applicable financial statements of Holdings any Person of which the Guarantor is a Subsidiary (or any direct or indirect parent thereofsuch Person, a “Parent Entity”) or (Bii) the BorrowerGuarantor’s or Holdings’ (or any direct or indirect parent thereof), as applicable, a Parent Entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (Ai) and (Bii), (iA) to the extent such information relates to Holdings (or a parent thereof)Parent Entity, such information is accompanied by consolidating such supplemental financial information that explains in reasonable detail (which need not be audited) as is necessary to eliminate the differences between accounts of such Parent Entity and each of its Subsidiaries, other than the information relating to Holdings (or such parent), on the one hand, Guarantor and the information relating to the Borrower and the its Restricted Subsidiaries on a standalone basis, on the other hand and (iiB) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit (except as may be required solely as a result of the impending maturity of any Indebtedness or any anticipated inability to satisfy any financial maintenance covenant or from the activities, operations, financial results, assets or liabilities of any Unrestricted Subsidiary). Any financial statements required to be delivered pursuant to this Section 6.01 shall not be required to contain purchase accounting adjustments to the extent it is not practicable to include any such adjustments in such financial statements.

Financial Statements. Deliver Each of the Parent and the Borrower shall deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail reasonably satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety one hundred five (90105) days after the end of each fiscal year of the Borrower beginning Parent (or, if earlier, fifteen (15) days after the date required to be filed with the 2006 SEC without giving effect to any extension permitted by the SEC) (commencing with the fiscal yearyear ending December 31, 2018, a consolidated balance sheet of the Borrower and its Subsidiaries Parent as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five sixty (4560) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent (or, if earlier, five (5) days after the date required to be filed with the SEC) (commencing with the fiscal quarter ending June 30, 2018), a consolidated balance sheet of the Parent, the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Parent’s fiscal year then ended ended, and (ii) the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Parent’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, such consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Parent as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries Parent in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availablefootnotes As to any information contained in materials furnished pursuant to Section 7.02, the Parent and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower shall not be separately required to furnish such information under clause (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty a) or (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Parent and the Borrower to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver Borrower shall provide or cause to the be provided to Administrative Agent with a copy for prompt further distribution to each LenderLender all of the following: (a) Financial Statements of Borrower (i) for each fiscal year as soon as available, but reasonably practicable and in any event within ninety (90) days after the end close of each fiscal year year. Financial Statements of Borrower shall be certified by the manager (or managing member as applicable) of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit;Borrower. (b) Financial Statements of TG Development certified by the chief financial officer of TG Development (i) for each fiscal year as soon as available, but reasonably practicable and in any event within ninety (90) days after the close of each fiscal year; (ii) for each calendar quarter as soon as reasonably practicable and in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal calendar quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated ; provided that annual statements of cash flows for the portion flow and amounts and sources of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject contingent liabilities shall only to normal year-end audit adjustments and the absence of footnotes;be provided annually. (c) Financial Statements of TG Development which are consolidated and consolidating and which include each of the other Guarantors certified by the chief financial officer of TG Development (i) for each fiscal year as soon as available, reasonably practicable and in any event no later than within ninety (90) days after the close of each fiscal year; and (iv) for each calendar quarter as soon as reasonably practicable and in any event within forty-five (45) days after the end of each calendar quarter; provided that annual statements of cash flow and amounts and sources of contingent liabilities shall only be provided annually. (d) Prior to commencement of operations of the Improvements, a capital and operating budget for the Property for its first fiscal year (or portion thereof) of operations; and after commencement of operations in the Improvements: (i) prior to the beginning of each fiscal year of Borrower, a capital and operating budget for the Borrower Property; and (orii) for each month (and for the fiscal year through the end of that month) (A) a statement of all income and expenses in connection with the Property, solely with respect and (B) if requested by Administrative Agent, a current leasing status report (including tenants’ names, occupied tenant space, lease terms, rents, vacant space and proposed rents), including in each case a comparison to the first fiscal year immediately following budget, as soon as reasonably practicable but in any event within fifteen (15) days after the Closing Dateend of each such month, certified in writing as true and correct by a representative of Borrower satisfactory to Administrative Agent. Items provided under this paragraph shall be in form and detail satisfactory to Administrative Agent. (e) Copies of filed federal and state income tax returns of Borrower and TG Development for each taxable year, within twenty (20) days after filing but in any event not later than one hundred twenty (120) days), a detailed consolidated budget for days after the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery close of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementstaxable year. Notwithstanding the foregoing, in the obligations in paragraphs (a) event Borrower or TG Development timely files for an extension for the filing of a federal or state income tax return and (b) of this Section 6.01 may be satisfied provides Administrative Agent with respect to financial information a copy of the Borrower extension filing within five (5) days of filing same, a copy of the return shall be provided to Administrative Agent five (5) days after the filing of such return but in any event not later than the expiration of the applicable extension period. (f) From time to time promptly after Administrative Agent’s request, such additional information, reports and statements respecting the Property and the Restricted Subsidiaries by furnishing (A) Improvements, or the applicable business operations and financial statements condition of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof)each reporting party, as applicable, Form 10-K Administrative Agent may reasonably request. All Financial Statements shall be in form and detail satisfactory to Administrative Agent and shall contain or 10-Q, be attached to the signed and dated written certification as applicable, filed required above in form specified by Administrative Agent to certify that the Financial Statements are furnished to Administrative Agent in connection with the SEC; provided thatextension of credit by Lenders and constitute a true and correct statement of the reporting party’s financial position. As conditions precedent to the Initial Advance, with respect to each of clauses (A) if and (B), (i) to the extent such information relates to Holdings (or a parent thereof)required by Administrative Agent, such information is accompanied by consolidating information that explains in reasonable detail Administrative Agent shall have received and approved the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.following:

Financial Statements. Deliver Each of the Parent and the Borrower shall deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail reasonably satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety one hundred five (90105) days after the end of each fiscal year of the Borrower beginning Parent (or, if earlier, fifteen (15) days after the date required to be filed with the 2006 SEC without giving effect to any extension permitted by the SEC) (commencing with the fiscal yearyear ending December 31, 2017), a consolidated balance sheet of the Borrower and its Subsidiaries Parent as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five sixty (4560) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent (or, if earlier, five (5) days after the date required to be filed with the SEC) (commencing with the fiscal quarter ended June 30, 2017), a consolidated balance sheet of the Parent, the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Parent’s fiscal year then ended ended, and (ii) the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Parent’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, such consolidated statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Parent as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries Parent in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availablefootnotes As to any information contained in materials furnished pursuant to Section 7.02, the Parent and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower shall not be separately required to furnish such information under clause (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty a) or (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Parent and the Borrower to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) with respect to each fiscal year of the Company, as soon as available, but in any event within ninety (90) days 1 Business Day after the end of each fiscal year of the Borrower beginning date required to be filed with the 2006 fiscal yearSEC (after giving effect to one automatic 15 day extension pursuant to Rule 12b-25 if such extension is requested in accordance with such rule), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding reasonably acceptable to the Required Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of any material misstatement; and (b) with respect to each fiscal quarter (commencing with the fiscal quarter ending July 1, 2018, but excluding the last fiscal quarter of each fiscal year) of the Company, as soon as available, but in any event within forty-five (45) days 1 Business Day after the end of each of date required to be filed with the first three SEC (3) fiscal quarters of each fiscal year of the Borrowerafter giving effect to one automatic 5 day extension pursuant to Rule 12b-25 if such extension is requested in accordance with such rule), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, stockholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Company’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Company as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and . As to any information contained in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect materials furnished pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 6.02(c), a detailed consolidated budget for the following fiscal year Company shall not be separately required to furnish such information under clause (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoa) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Company to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower Holdings beginning with the 2006 2011 fiscal year, a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerHoldings, a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Holdings, a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Holdings and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Holdings and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) of Holdings or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of Holdings, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to Holdings, the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of MLP (or, if earlier, fifteen (15) days after the Borrower beginning date required to be filed with the 2006 fiscal yearSEC (without giving effect to any extension permitted by the SEC)), a consolidated balance sheet copy of the Borrower and its Subsidiaries as at MLP’s Form 10-K, which report shall include the end of such fiscal year, and the related consolidated MLP’s complete combined financial statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal yeartogether with all notes thereto, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit. These financial statements shall contain a combined balance sheet of MLP and its Subsidiaries as at the end of such fiscal year, and the related combined statements of income or operations, shareholders’ or members’ equity and cash flows for such fiscal year, setting forth, in the case of the income statement and cash flows, in comparative form the figures for the previous fiscal year and, in the case of the balance sheet, in comparative form for the most recent year end; (b) as soon as available, but in any event within forty-five (45i) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of MLP (or, if earlier, five (5) days after the Borrowerdate (if required) to be filed with the SEC (without giving effect to any extension permitted by the SEC)), a consolidated copy of the MLP’s Form 10-Q, which report shall include MLP’s unaudited combined balance sheet of the Borrower MLP and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated combined statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the MLP’s fiscal year then ended, and (ii) 45 days after the end of the fourth fiscal quarter of each fiscal year of MLP, a combined balance sheet of MLP and its Subsidiaries as at the end of such fiscal quarter, and the related combined statements of income or operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of MLP’s fiscal year then ended, each such report referred to in (i) and (ii) above to be calculated on a FIFO basis and setting forth forth, in each the case of the income statement, in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and year, in the corresponding portion case of the previous cash flow statement, the year-to-date figures in comparative form for the figures for the same period of the prior fiscal year, and, in the case of the balance sheet, in comparative form for the most recent year end, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Loan Parties as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower MLP and each of its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously concurrently with the delivery of each set of consolidated the financial statements referred to in Sections 6.01(a) and 6.01(b), (i) a management prepared copy of such financial statements which excludes therefrom each Unrestricted Subsidiary and each Non-Wholly Owned JV as a Person to be combined with the other Loan Parties and setting forth a reconciliation of such statements to the financial statements delivered pursuant to Sections 6.01(a) and 6.01(b); and (ii) a management prepared reconciliation of the income statements delivered pursuant to Sections 6.01(a) and 6.01(b) showing the difference in the financial statements prepared in accordance with GAAP to the treatment of the Project Oak Unitary Lease, the Project Monument Unitary Lease and any Future Failed Accounting Lease under this Agreement as operating leases. As to any information contained in materials furnished pursuant to Section 6.02(d), the Loan Parties shall not be separately required to furnish such information under clause (a) or (b) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Loan Parties to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of above at the times specified therein. In addition, notwithstanding anything to the contrary contained in this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereofSection 6.02(a) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof6.02(f), as applicableif the date for delivery of any statement required by Section 6.01 or Section 6.02(a) or 6.02(f) shall be due on a day other than a Business Day, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each delivery of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), statements shall be made on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditnext following Business Day.

Financial Statements. Deliver Keep, and cause each of their Subsidiaries to the keep, adequate records and books of account with respect to its business activities in which proper entries are made in accordance with customary accounting practices reflecting all its financial transactions; and cause to be prepared and furnished to Administrative Agent for prompt further distribution to and each Lender, the following, all to be prepared in accordance with GAAP applied on a consistent basis: (ai) as soon as available, but in any event within ninety not later than one hundred twenty (90120) days after the end close of each fiscal year of Holdings, unqualified (except for a qualification for a change in accounting principles with which the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet accountant concurs) audited financial statements of the Borrower Holdings and its Subsidiaries as at of the end of such fiscal year, and the related consolidated statements of income or operationson a Consolidated basis, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied certified by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally independent certified public accountants of recognized standingstanding reasonably acceptable to Administrative Agent (it being acknowledged by Administrative Agent that Sxxxxx, which report and opinion shall be prepared Xxxxxxx & Cxxxxx, LLP is acceptable) and, within a reasonable time thereafter a copy of any management letter issued in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such auditconnection therewith; (bii) as soon as available, but in any event within [Reserved]; (iii) not later than forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerFiscal Quarter, a consolidated balance sheet sheets of the Borrower Holdings and its Subsidiaries as at of the end of that Fiscal Quarter, together with consolidated statements of earnings and a consolidated statement of cash flows for that Fiscal Quarter and for the period beginning with the first day of that Fiscal Year and ending on the last day of that Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for that period of the current Fiscal Year, together with a management discussion and analysis, all certified by a Senior Officer of Holdings; (iv) not later than thirty (30) days after the end of each month hereafter, unaudited interim financial statements of Holdings and its Subsidiaries (balance sheet, income statement and cash flow statement without notes) as of the end of such fiscal quarter, month and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended elapsed, on a Consolidated and consolidating basis, presenting the financial position and results of operations of Holdings and its Subsidiaries for such month and period subject to changes from audit and year-end, quarterly or monthly adjustments; (iiv) consolidated together with each delivery of financial statements pursuant to clause (i) of cash flows for this subsection 9.1.3, and on a quarterly basis excluding the portion fourth fiscal quarter (within forty-five (45) days of the end of each fiscal year then endedquarter), a management report (a) setting forth in each case in comparative form the corresponding figures for the corresponding fiscal quarter periods of the previous fiscal year and the corresponding portion figures from the most recent Projections for the current fiscal year delivered pursuant to subsection 9.1.7 and (b) identifying the reasons for any significant variations; (vi) together with each delivery of financial statements pursuant to clauses (i) and (iii) of this subsection 9.1.3, or more frequently if reasonably requested by Administrative Agent, Holdings shall cause to be prepared and furnished to Administrative Agent a Compliance Certificate in the previous fiscal yearform of Exhibit 9.1.3 hereto (a “Compliance Certificate”). The Compliance Certificate shall include (a) a certification to the effect that that Senior Officer has not become aware of any Default or Event of Default that has occurred and is continuing or, all in reasonable detail if there is any such event, describing it and certified by the steps, if any, being taken to cure it, and (b) a Responsible Officer written statement of the Borrower as fairly presenting in all material respects the Holdings’ management setting forth a discussion of Holdings’ and its Subsidiaries’ financial condition, changes in financial condition, and results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (cvii) as soon as availabletogether with each delivery of financial statements pursuant to clause (i) of this subsection 9.1.3, and in any event no later than ninety on a quarterly basis excluding the fourth fiscal quarter (90within forty-five (45) days after of the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysquarter), a detailed consolidated budget management report setting forth the individual consolidating amounts for the following fiscal year (including a projected consolidated balance sheet of the Borrower Holdings and its Subsidiaries as of and eliminations that reconcile to the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred pursuant to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries clause (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (bi) of this Section 6.01 subsection 9.1.3; (viii) promptly after the sending or filing thereof, as the case may be, copies of any proxy statements, financial statements or reports which any Loan Party has made available to holders of its public Equity Interests and copies of any regular, periodic and special reports or registration statements which any Loan Party or any of its Subsidiaries files with the Securities and Exchange Commission or any Governmental Authority which may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (substituted therefor or any direct or indirect parent thereofnational securities exchange; (ix) or (B) the Borrower’s or Holdings’ (or upon request of Administrative Agent, copies of any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, annual report to be filed with the SEC; provided that, ERISA in connection with respect to each of clauses Plan; (Ax) and (B), (i) to the extent such information relates to Holdings (any other data or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(ato the Acquisition Term Agent or any Acquisition Term Lenders of any Loan Party, at the same time such data or information is provided to the Acquisition Term Agent or Acquisition Term Lenders, as applicable; (xi) on a quarterly basis (within forty-five (45) days of the end of each fiscal quarter), a detailed list of Eligible Machinery and Equipment and an address for such materials are accompanied by Eligible Machinery and Equipment (if such Eligible Machinery and Equipment is not located at a report Borrower’s location for which the Borrowers have delivered the Administrative Agent a collateral access agreement in favor of the Administrative Agent in form and opinion of Deloitte & Touche LLP substance satisfactory to the Administrative Agent); and (xii) such other data and information (financial and otherwise) as Administrative Agent or any other independent registered public accounting firm of nationally recognized standingLender, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject from time to any “going concern” time, may reasonably request, bearing upon or like qualification related to the Collateral or exception the Loan Parties’ or any qualification of their Subsidiaries’ financial condition or exception as to the scope results of such auditoperations.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) 30 days after the end of date on which the Borrower is required under Securities Laws to file a Form 10-K annual report for each fiscal year of the Borrower beginning (commencing with the 2006 fiscal yearyear ended December 31, 2007), a consolidated Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated Consolidated and consolidating statements of income or operations, stockholderspartners’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidating statements to be for the Guarantors on a combined basis and the Borrower’s Subsidiaries that are not Guarantors on a combined basis and such Consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five (45) 30 days after the end of date on which the Borrower is required under Securities Laws to file a Form 10-Q quarterly reports for each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ended March 31, 2007), a consolidated Consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated Consolidated and consolidating statements of income or operations operations, partners’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidating statements to be for the Guarantors on a combined basis and the Borrower’s Subsidiaries that are not Guarantors on a combined basis and such Consolidated statements to be certified by a Responsible Officer the chief financial officer, chief accounting officer, treasurer or controller of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholderspartners’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) , as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity (other than with respect to the fiscal year ending December 31, 2009) and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; provided that no later than 90 days following the Borrower’s fiscal year ending December 31, 2009, the Borrower shall deliver to the Administrative Agent, (i) audited combined financial statements of the Acquired Company and its Subsidiaries (but otherwise satisfying the requirements set forth above including with respect to an audit opinion) for the portion of the 2009 fiscal year ending on the day prior to the Closing Date and as of the day prior to the Closing Date and (ii) unaudited consolidated financial statements (otherwise satisfying the requirements set forth above except that such financial statements shall be unaudited) for the Borrower and its Subsidiaries for the period from the Closing Date to December 31, 2009 and as of December 31, 2009, certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP subject to the absence of footnotes and the finalization of purchase accounting adjustments; (b) Deliver to the Administrative Agent for prompt further distribution to each Lender, as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) Deliver to the Administrative Agent for prompt further distribution to each Lender, as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a detailed consolidated budget for the following fiscal year on a quarterly basis (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) (which may be in footnote form only) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10l0-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification qualifications or exception as to the scope of such audit. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(c) and (d) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the website address listed on Schedule 10.02; or (ii) on which such documents are posted on the Borrower’s behalf on IntraLinks/IntraAgency 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Notwithstanding anything contained herein, in every instance the Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.02(a) to the Administrative Agent; provided, however, that if such Compliance Certificate is first delivered by electronic means, the date of such delivery by electronic means shall constitute the date of delivery for purposes of compliance with Section 6.02(a). Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arrangers will make available to the Lenders and the L/C Issuer 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 electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (w) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC,” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Arrangers, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of United States Federal and state securities laws; provided that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.08; (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information”; and (z) the Administrative Agent and each Arranger shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.” Notwithstanding the foregoing, the Borrower shall not be under any obligation to xxxx any Borrower Materials “PUBLIC.”

Financial Statements. Deliver to the Administrative Agent (for prompt further distribution delivery to each Lender), in form and detail satisfactory to the Administrative Agent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearADI, a consolidated balance sheet of the Borrower ADI and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerADI, a consolidated balance sheet of the Borrower ADI and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the ADI’s fiscal year then ended ended, and (ii) the related consolidated statements statement of cash flows for the portion of the ADI’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower ADI as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower ADI and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and . As to any information contained in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect materials furnished pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 6.02(b), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections ADI shall in each case not be accompanied by a certificate of a Responsible Officer stating that separately required to furnish such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs under clause (a) and or (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditabove.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ended August 31, 2007), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to changes resulting from audit, normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than within ninety (90) days after the end of each fiscal year (beginning with the fiscal year ending May 31, 2008) of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a reasonably detailed consolidated budget for the following fiscal year as customarily prepared by management of the Borrower for its internal use (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) of the Borrower that holds all of the Equity Interests of the Borrower or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, such entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit. Any financial statements required to be delivered pursuant to Section 6.01(b) prior to the first date of delivery of financial statements pursuant to Section 6.01(a) following the Closing Date shall not be required to contain all purchase accounting adjustments relating to the Transaction to the extent it is not practicable to include any such adjustments in such financial statements.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a120) as soon as availabledays after the end of the fiscal year ending on or about December 31, but in any event 2017 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such audit;audit or any “going concern” explanatory paragraph or like qualification (excluding any “emphasis of matter” paragraph) (other than resulting from (w) activities, operations, financial results or liabilities of any Unrestricted Subsidiary, (x) the impending maturity of any Indebtedness, (y) with respect to the Term Loans, any actual or prospective default under any financial covenant and (z) with respect to the Revolving Credit Facility, any prospective default under any financial covenant). (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within fortysixty (60) days (or seventy-five (4575) days in the case of the fiscal quarters ending on or about June 30, 2017, September 30, 2017 and March 31, 2018) after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, setting forth in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and (ii) the corresponding portion of the previous fiscal year, and statements of stockholders’ equity for the current fiscal quarter and consolidated statements statement of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, and in any event no later than one hundred twenty (120) days after the end of the fiscal year ending on or about December 31, 2017 and within ninety (90) days after the end of each subsequent fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)year, a detailed consolidated budget for the following fiscal year on a quarterly basis in form customarily prepared by the Borrower or otherwise as provided to its direct or indirect equityholders (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating supplemental financial statements reflecting the adjustments information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and and, except as permitted in Section 6.01(a), shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditaudit or any “going concern” explanatory paragraph or like qualification. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website; or (ii) on which such documents are posted on the Borrower’s behalf on Debtdomain, Roadshow Access (if applicable) 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent; and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) 120 days after the end of each fiscal year of the Borrower Parent Borrower, beginning with the 2006 fiscal yearyear ended December 31, 2018, a consolidated balance sheet of the Parent Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered certified public accounting firm accountant of nationally recognized 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 qualification, exception or explanatory paragraph or any qualification qualification, exception or exception explanatory paragraph as to the scope of such audit, together with a customary management’s discussion and analysis of financial information; (b) as soon as available, but in any event within forty-five (45) 60 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent Borrower (commencing with the fiscal quarter ended June 30, 2018), a consolidated balance sheet of the Parent Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case case, in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Parent Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Parent Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;, together with a customary management’s discussion and analysis of financial information; and (c) as soon as available, and in any event no later than ninety (90) within 120 days after the end of each fiscal year, beginning with the fiscal year ended December 31, 2018, to be distributed only to each Lender that has selected the “Private Side Information” or similar designation, reasonably detailed segment-level forecasts along with written assumptions prepared by management of the Parent Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet sheets, income statements, and cash flow statements of the Parent Borrower and its Subsidiaries as Subsidiaries) on a quarterly basis for the fiscal year following such fiscal year then ended, which forecasts shall be prepared in good faith on the basis of assumptions believed to be reasonable at the time of preparation thereof; provided that delivery of such forecasts pursuant to this Section 6.01(c) shall only be required hereunder prior to an initial public offering of the end Capital Stock of the following fiscal yearParent Borrower, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect Holdings or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementsParent Holding Company. Notwithstanding the foregoing, (A) the obligations in paragraphs clauses (a), (b) and (bc) of this Section 6.01 may be satisfied with respect to financial information by furnishing, at the option of the Borrower and the Restricted Subsidiaries by furnishing (A) Parent Borrower, the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof)or, as applicable, Form 10-K forecasts of (I) any successor of the Parent Borrower, or 10-Q, as applicable, filed with the SEC(II) Holdings or any Parent Holding Company; provided that, with respect to each of clauses (A) and (B), (i) that to the extent such information relates to Holdings (or a parent thereof)Parent Holding Company, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent)any Parent Holding Company, on the one hand, and the information relating to the Parent Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand hand, and (iiB) (i) in the event that the Parent Borrower or Holdings (or any Parent Holding Company allowed to be delivered pursuant to the terms hereof) delivers to the Administrative Agent an Annual Report on Form 10-K for any fiscal year (or similar filing in the applicable jurisdiction), as filed with the SEC or in such form as would have been suitable for filing with the SEC, within the time frames set forth in clause (a) above, such Form 10-K shall satisfy all requirements of clause (a) of this Section 6.01 with respect to such fiscal year to the extent such that it contains the information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a and report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which required by such clause (a) and such report and opinion shall be prepared in accordance with generally accepted auditing standards and shall does not be subject to contain any “going concern” or like qualification or qualification, exception or explanatory paragraph or any qualification qualification, exception or exception explanatory paragraph as to the scope of audit and (ii) in the event that the Parent Borrower (or any Parent Holding Company allowed to be delivered pursuant to the terms hereof) delivers to the Administrative Agent a Quarterly Report on Form 10-Q for any fiscal quarter (or similar filing in the applicable jurisdiction), as filed with the SEC or in such auditform as would have been suitable for filing with the SEC, within the time frames set forth in clause (b) above, such Form 10-Q shall satisfy all requirements of clause (b) of this Section with respect to such fiscal quarter to the extent that it contains the information required by such clause (b); in each case to the extent that information contained in such Form 10-K or Form 10-Q (or similar filings in the applicable jurisdiction) satisfies the requirements of clauses (a) or (b) of this Section 6.01, as the case may be.

Financial Statements. Deliver Furnish to the Administrative Agent with sufficient copies for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90x) 120 days after the end of the 2004 fiscal year of the Borrower and (y) 90 days after the end of each subsequent fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a copy of the audited consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at the end of such fiscal year, year and the related audited consolidated statements statement of income or operations, stockholders’ equity and of cash flows for such year and, beginning with fiscal yearyear 2005, setting forth in each case in comparative form the figures for the previous fiscal yearyear audited by, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a an unqualified report and opinion of Deloitte & Touche from, PricewaterhouseCoopers LLP or any other independent registered certified public accounting firm accountants of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) not later than 45 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of the Borrower, a the unaudited consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) unaudited consolidated statements of income or operations and of cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements through the end of cash flows for such quarter and, beginning with the portion first fiscal quarter of the fiscal year then ended2005, setting forth in each case in comparative form the figures for the corresponding fiscal quarter previous year certified on behalf of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified Borrower by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows condition of the Borrower and its Subsidiaries in accordance with GAAP, and their results of operations and cash flows for the period indicated (subject only to normal year-end audit adjustments and the absence of footnotes;adjustments); and (c) as soon as available, and but in any event no not later than ninety (90) 45 days after the end of each month occurring during each fiscal year of the Borrower (orother than the third, solely with respect to the first fiscal year immediately following the Closing Datesixth, one hundred twenty (120) daysninth and twelfth such month), a detailed consolidated budget for the following fiscal year (including a projected unaudited consolidated balance sheet sheets of the Borrower and its Subsidiaries as of at the end of the following fiscal year, such month and the related unaudited consolidated statements statement of projected cash flow income for such month and projected income and a summary the portion of the material underlying assumptions applicable thereto) (collectivelyfiscal year through the end of such month, certified on behalf of the “Projections”), which Projections shall in each case be accompanied Borrower by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading as fairly presenting in any all material respect; and (d) simultaneously with respects the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information condition of the Borrower and its Subsidiaries and their results of operations and cash flows for the Restricted Subsidiaries by furnishing period indicated (A) the applicable subject to normal year-end adjustments). All such financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) shall be complete and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains correct in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, all material respects and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in reasonable detail and in accordance with generally accepted auditing standards GAAP applied consistently throughout the periods reflected therein and shall not be with prior periods (subject to any “going concern” or like qualification or exception or any qualification or exception as normal year-end adjustments in the case of quarterly and monthly financial statements and subject to the scope lack of footnotes in the case of monthly financial statements and except as approved by such auditaccountants or officer, as the case may be, and disclosed therein).

Financial Statements. Deliver to the Administrative Agent for prompt further distribution Agent, in form and detail satisfactory to each Lenderthe Administrative Agent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity changes in partnership equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit; (b) Beginning with the fiscal quarter ending December 31, 2012, as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, changes in partnership equity, and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, such consolidated statements to be certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ partnership equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and but in any event no later than ninety (90) within 90 days after the end of each fiscal year of the Borrower (orBorrower, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated an annual business plan and budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as on a consolidated basis, including forecasts prepared by management of the end Borrower, in form satisfactory to the Administrative Agent and the Required Lenders, of consolidated balance sheets and statements of income or operations and cash flows of the Borrower and its Subsidiaries on an annual basis for the immediately following fiscal yearyear (including the fiscal year in which the Maturity Date occurs). As to any information contained in materials furnished pursuant to Section 6.02(c), the related consolidated statements of projected cash flow and projected income and a summary Borrower shall not be separately required to furnish such information under Section 6.01(a) or (b) above, but the foregoing shall not be in derogation of the material underlying assumptions applicable thereto) (collectively, obligation of the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, Borrower to furnish the information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to materials described in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yeariGate Corporation, a consolidated balance sheet of the Borrower iGate Corporation and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally internationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event event, within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of iGate Corporation (commencing with the Borrowerfirst full fiscal quarter ended after the Signing Date), a consolidated balance sheet of the Borrower iGate Corporation and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower iGate Corporation and its Subsidiaries in accordance with GAAPGAAP (it being agreed that the financial statements provided pursuant to this clause (b) shall not include non-cash items that are customarily accounted for on an annual basis in accordance with GAAP or any purchase accounting adjustments), subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end audited financial statements of each iGate Corporation for the fiscal year of the Borrower (orending December 31, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower 2011; and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower iGate Corporation and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings any direct or indirect parent of iGate Corporation that holds all of the Equity Interests of iGate Corporation or (B) iGate Corporation’s (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable), Form 10-K or 10-QQ (or the equivalent in another jurisdiction), as applicable, filed with the SECSEC (or the equivalent in another jurisdiction); provided that, that with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of iGate Corporation, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings iGate Corporation (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries Obligor Group on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally internationally recognized 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 or any qualification or exception as to the scope of such auditstandards.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning Company (or, if earlier, 15 days after the date required to be filed with the 2006 SEC) (commencing with the fiscal yearyear ending September 29, 2013), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at of the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity operations and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding as to whether such financial statements are free of material misstatement, which report and opinion shall will be prepared in accordance with generally accepted auditing audit standards of the Public Company Accounting Oversight Board and shall will not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of material misstatement; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerCompany (or, if earlier, 15 days after the date required to be filed with the SEC) (commencing with the fiscal quarter ending March 31, 2013), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at of the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Company’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Company as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and . As to any information contained in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect materials furnished pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 6.02(b), a detailed consolidated budget for the following fiscal year Company will not be separately required to furnish such information under clause (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoa) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing will not be in derogation of the adjustments necessary obligation of the Company to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver Unless otherwise explicitly waived by Sensata in writing, furnish to the Administrative Agent for prompt further distribution to each LenderSensata: (a) as soon as available, but in any event within ninety One hundred and twenty (90120) days after the end of each fiscal year Fiscal Year of the Borrower beginning with the 2006 fiscal yearEngineered Materials Solutions, Inc., a consolidated balance sheet of the Borrower Engineered Materials Solutions, Inc. and its Subsidiaries as at the end of such fiscal yearFiscal Year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal yearFiscal Year, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-forty five (45) days after the end of each fiscal quarter of Engineered Materials Solutions, Inc., excluding the first three (3) fourth fiscal quarters of each fiscal year of the Borrowerquarter, a consolidated balance sheet of the Borrower Engineered Materials Solutions, Inc. and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year Fiscal Year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year Fiscal Year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer an duly authorized officer of the Borrower Engineered Materials Solutions, Inc. as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Engineered Materials Solutions, Inc. and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event Company shall provide annual physical inventory balances to Sensata no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end January 15th of the following fiscal year and within forty five (45) days whenever a physical inventory is taken at other times during the year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred promptly, from time to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)time, such other information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent)regarding its operations, on the one handassets, business, affairs and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditfinancial condition.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) Lessee shall provide Lessor with copies of each Quarterly Report on Form 10-Q, Annual Report on Form 10-K and Current Report on Form 8-K of Guarantor, promptly and in any event within 5 Business Days after the filing of such reports (if any) with the United States Securities and Exchange Commission. If Guarantor ceases to be required to file such reports, or if for any other reason such reports are not filed, with the United States Securities and Exchange Commission, Lessee shall provide Lessor the following reports: (i) within 60 days after the end of each of the first 3 fiscal quarters of each fiscal year of Guarantor, copies of the unaudited consolidated balance sheets of Guarantor and its consolidated subsidiaries as at the end of the fiscal quarter of Guarantor and the related unaudited statements of earnings and cash flows, in each case for the fiscal quarter and for the period from the beginning of such fiscal year through the end of such fiscal quarter of Guarantor, prepared in accordance with GAAP throughout the periods reflected therein and certified (subject to year end adjustments and the omission of footnotes) by the chief financial officer or chief accounting officer of Guarantor, and (ii) as soon as available, but possible and in any event within ninety (90) 120 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearGuarantor, a copy of the audited consolidated balance sheet of the Borrower Guarantor and its Subsidiaries consolidated subsidiaries as at the end of such that fiscal year, year and the related consolidated statements of income or operationsearnings, stockholders’ ' equity and cash flows of Guarantor and its consolidated subsidiaries for such that fiscal year, setting forth in each case case, in comparative form form, the corresponding figures for the previous preceding fiscal year, all in reasonable detail year of Guarantor and prepared in accordance with GAAPGAAP throughout the periods reflected therein, audited and accompanied certified by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standingindependent certified public accountants selected by Guarantor. In the event that Lessee's property and business at the Properties is ordinarily consolidated with other business for financial statement purposes, which report and opinion separate non-GAAP statements shall be prepared in accordance showing the sales, profits and losses, assets and liabilities pertaining to each of the Properties with generally accepted auditing standards and shall not be subject to any “going concern” the basis for allocation of overhead or like qualification or exception or any qualification or exception as to the scope of such audit;other charges being clearly set forth. (ba) as soon as available, but in any event within forty-five (45) Within 60 days after the end of each of the first three (3) 3 fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower Lessee and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) within 120 days after the end of each fiscal year of the Borrower (orLessee, solely with respect Lessee shall deliver to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), Lessor and Lender a detailed consolidated budget Store Income Statement for the following fiscal year (including a projected consolidated balance sheet each of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditProperties.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning Holdings (commencing with the 2006 fiscal yearfirst Fiscal Year of Holdings ending after the Closing Date), a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP an independent certified public accountant or any other independent registered public accounting firm chartered accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit or with respect to the absence of any material misstatement; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters Fiscal Quarters of each fiscal year Fiscal Year of Holdings (commencing with the BorrowerFiscal Quarter ending November 30th, 2014), (i) a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal quarterFiscal Quarter, and setting forth in comparative form to the most recent audited balance sheet the figures for the current Fiscal Quarter end, (ii) the related (i) consolidated statements of income or operations for such fiscal quarter Fiscal Quarter and for the portion of the fiscal year Holdings’ Fiscal Year then ended ended, and (iiiii) consolidated statements of shareholders’ equity and cash flows for the portion of the fiscal year Fiscal Year then ended, setting forth in each the case of the statements of income specified in clause (ii) and cash flows specified in clause (iii) in comparative form the figures for the corresponding fiscal quarter interim periods of the previous fiscal year and the corresponding portion of the previous fiscal yearFiscal Year, all in reasonable detail and detail, such statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as availablepracticable, and but in any event no later than ninety within sixty (9060) days after the end beginning of each fiscal year Fiscal Year of Holdings, a consolidated plan and financial forecast for such Fiscal Year and the succeeding Fiscal Year, including a forecasted consolidated balance sheet, statements of income and funds flow statements for each such Fiscal Year, together with an explanation of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of assumptions on which such forecasts are based. So long as Holdings or the Borrower furnishes the materials required pursuant to Section 4.1, Holdings and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections Borrower shall in each case not be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, separately required to furnish any information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs under clause (a) and or (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditabove.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each LenderAgent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning (commencing with the 2006 fiscal yearyear ended October 31, 2014), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP PWC or any other independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Administrative Agent, 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 or any qualification or exception as to the scope of such auditaudit except for (i) qualifications relating to changes in accounting principles or practices reflecting changes in GAAP and required or approved by such independent certified public accountants or (ii) any going concern qualification or exception that is solely with respect to, or resulting solely from, an upcoming maturity date under the Facility occurring within one year from the time such report is delivered (the Lenders agree that the Borrower’s obligations under this paragraph (a) will be satisfied in respect of any such fiscal year by delivery to the Administrative Agent within 90 days after the end of such fiscal year of its annual report for such fiscal year on Form 10-K as filed with the SEC); (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ended July 31, 2014), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, changes in shareholders’ equity, and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; footnotes (cthe Lenders agree that the Borrower’s obligations under this paragraph (b) as soon as available, and will be satisfied in respect of any event no later than ninety (90) such fiscal quarter by delivery to the Administrative Agent within 45 days after the end of each such fiscal year quarter of the Borrower (or, solely with respect to the first its quarterly report for such fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based quarter on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, Q as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.;

Financial Statements. Deliver to the Administrative Agent for prompt further distribution and Lenders, in form and detail satisfactory to each LenderAdministrative Agent: (a) as As soon as available, : (i) but in any event within ninety (90) 105 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Borrower and its Subsidiaries sheets as at the end of such fiscal year, year and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal yearyear of Borrower and its consolidated Subsidiaries, setting forth in comparative form the figures for the previous fiscal year, all in reasonable detail, audited and accompanied by a report and opinion of independent certified public accountants of nationally recognized standing reasonably acceptable to Administrative Agent, which report and opinion shall not be subject to any qualifications or exceptions as to the scope of the audit nor to any qualifications or exceptions not reasonably acceptable to Administrative Agent; (ii) but in any event within 120 days after the end of each case fiscal year of Borrower , consolidated balance sheets as at the end of such fiscal year and related consolidated statements of income and cash flows for such fiscal year of the Restricted Group, setting forth in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared certified by a Responsible Officer of Borrower as fairly presenting the financial condition, results of operations and cash flows of the Restricted Group in accordance with GAAP, audited except for the exclusion of the Unrestricted Subsidiaries and accompanied by a report and opinion except for the absence of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit;footnotes; and (b) as As soon as available, but in any event within forty-five (45) 60 days after the end of each of the first three (3) fiscal quarters of each fiscal year of Borrower ending after the BorrowerEffective Date, a consolidated balance sheet of the Borrower and its Subsidiaries sheets as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the Borrower’s fiscal year then ended ended, of (i) Borrower and its consolidated Subsidiaries and (ii) consolidated statements of cash flows for the portion of the fiscal year then endedRestricted Group, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower and its Subsidiaries consolidated Subsidiaries, or of the Restricted Group, as applicable, in accordance with GAAP, subject only to pro forma adjustments and normal year-end audit adjustments adjustments, except for the financial statements of the Restricted Group, which will be in accordance with GAAP except for the exclusion of the Unrestricted Subsidiaries and except for the absence of footnotes;. (c) as soon as available, Financial statements and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect other documents required to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason delivered pursuant to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect delivered electronically and if so delivered, shall be deemed to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), have been delivered (i) to the extent such information relates documents are included in materials otherwise filed with the U.S. Securities and Exchange Commission, when such filing is available to Holdings the Lenders on XXXXX or (or a parent thereof), such information is accompanied by consolidating information that explains ii) in reasonable detail the differences between the information relating to Holdings (or such parent)any case, on the one hand, date on which such documents are posted on the Borrower’s behalf on an Internet website to which each Lender and the information relating to Administrative Agent has access and the Borrower notifies the Administrative Agent and the Restricted Subsidiaries on a standalone basis, on Lenders of such posting. If the Borrower provides the financial statements and other hand and (ii) to the extent such information is in lieu of information documents required to be provided under delivered pursuant to this Section 6.01(a)6.01 electronically pursuant to the preceding sentence, the Borrower will provide printed versions of such materials are accompanied by a report financial statements and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject documents to any “going concern” or like qualification or exception or any qualification or exception as to the scope of Lender upon such auditLender’s request.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearHoldings, a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, accompanied by customary management discussion and analysis, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 (other than solely with respect to, or resulting solely from (i) an upcoming maturity date under any indebtedness occurring within one year from the time such opinion is delivered or (ii) any potential inability to satisfy any financial maintenance covenant on a future date or in a future period) or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event event, within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings commencing with the Borrowerfirst fiscal quarter ending after the Closing Date, a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, footnotes and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information customary management discussion and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectanalysis; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections Section 6.01(a) and 6.01(b(b) above, above the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Holdings and the Restricted its Subsidiaries by furnishing (A) the applicable consolidated financial statements of Holdings (or Holdings, any direct or indirect parent thereof) of Holdings that, directly or indirectly, holds all of the Equity Interests of Holdings or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, ) Form 10-K or 10-Q, as applicable, filed with the SECSEC or (C) following an election by Holdings pursuant to Section 1.03, the applicable financial statements determined in accordance with IFRS; provided thatprovided, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), of Holdings such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower Holdings and the its Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditstandards.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower Company beginning with the 2006 2005 fiscal year, a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerCompany, a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Company as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Company, a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Company and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) ), and, as soon as available, significant revisions, if any, of such budget and projections with respect to such fiscal year (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Company and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereofof Holdings) or (B) the BorrowerCompany’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower Company and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning Parent (or, if earlier, 15 days after the date required to be filed with the 2006 SEC (without giving effect to any extension permitted by the SEC)) (commencing with the fiscal yearyear ending December 31, 2012, a consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Group as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent (or, if earlier, 5 days after the date required to be filed with the SEC) (commencing with the fiscal quarter ending June 30, 2013), a consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Group as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Parent’s fiscal year then ended ended, and (ii) the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Parent’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Parent as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries Consolidated Group in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and but in any event no later than ninety (90) at least 15 days after before the end of each fiscal year of the Borrower (orParent, solely with respect forecasts prepared by management of the Parent, in form satisfactory to the first fiscal year immediately following Administrative Agent and the Closing DateRequired Lenders, one hundred twenty (120) days), of consolidated balance sheets and statements of income or operations and cash flows of the Consolidated Group on a detailed consolidated budget monthly basis for the immediately following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of fiscal year in which the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”Maturity Date occurs), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with as soon as available, and no later than thirty (30) days after the delivery last day of each set fiscal month of consolidated the Parent, a rent roll schedule that includes a separate reference to each Leased Investment Property, each Eligible Unleased Investment Property and each NNN Leased Investment Property included in the calculation of the Borrowing Base Amount at such time, which rent roll schedule shall be certified by the chief executive officer, chief financial statements referred officer, treasurer or controller of the Parent as being true and correct in all material respects. As to any information contained in Sections 6.01(amaterials furnished pursuant to Section 6.02(d), the Loan Parties shall not be separately required to furnish such information under subsection (a) and 6.01(bor (b) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Loan Parties to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs subsections (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver If at any time up to the Administrative Agent for prompt further distribution earlier of the Expiration Date and the complete exercise of this Warrant, Company is no longer subject to each Lender: the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, Company shall furnish to Holder, (ai) as soon as available, but available and in any event within ninety 30 days after the end of each fiscal month, unaudited consolidated (90and if available, consolidating) balance sheets, statements of income or operations and cash flow statements of Company and its Subsidiaries as of the end of such fiscal month and that portion of the fiscal year ending as of the close of such fiscal month, in a form reasonably acceptable to Holder and certified by Company’s president, chief executive officer or chief financial officer, (ii) as soon as available and in any event within 45 days after the end of each fiscal quarter, unaudited consolidated (and if available, consolidating) balance sheets, statements of income or operations and cash flow statements of Company and its Subsidiaries as of the end of such fiscal quarter and that portion of the fiscal year ending as of the close of such fiscal quarter, in a form reasonably acceptable to Holder and certified by Company’s president, chief executive officer or chief financial officer and (iii) as soon as available and in any event within one hundred and twenty (120) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a audited consolidated balance sheet of the Borrower (and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as if available, but in any event within forty-five (45consolidating) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrowerbalance sheets, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated cash flow statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Company and its Subsidiaries as of the end of the following such fiscal year, the related consolidated statements together with a report of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) an independent certified public accounting firm reasonably acceptable to Holder (collectively, the “Projections”it being understood that CohnReznick LLP is reasonably acceptable to Holder), which Projections report shall in each case be accompanied by a certificate of a Responsible Officer contain an unqualified opinion stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated audited financial statements referred fairly present in all material respects the financial position of Company and its Subsidiaries for the periods indicated therein in conformity with GAAP applied on a basis consistent with prior years without qualification as to in Sections 6.01(a) the scope of the audit or as to going concern and 6.01(b) above, the related consolidating without any similar qualification. All such financial statements reflecting the adjustments necessary are to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as GAAP (subject, in the case of unaudited financial statements, to the scope absence of such auditfootnotes and normal year end audit adjustments).

Financial Statements. Deliver The Company shall deliver to the Co-Administrative Agent, in form and detail satisfactory to the Agent, the Co-Administrative and the Required Lenders, with sufficient copies to be provided by the Co-Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety not later than the earlier of (90i) fifteen days after the filing thereof with the SEC and (ii) 105 days after the end of each fiscal year (commencing with the fiscal year ended June 30, 2005), a copy of the Borrower beginning with the 2006 fiscal year, a audited consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal year, year and the related consolidated statements of income or operationsincome, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and the opinion of Deloitte & Touche PriceWaterhouseCoopers LLP or any other another nationally-recognized independent registered public accounting firm of nationally recognized standing, (“Independent Auditor”) which report and shall state that such consolidated financial statements present fairly the financial position for the periods indicated in conformity with GAAP applied on a basis consistent with prior years. Such opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to qualified or limited because of a restricted or limited examination by the Independent Auditor of any material portion of the Company’s or any Subsidiary’s records or because of a “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;exception; and (b) as soon as available, but in any event within forty-five not later than the earlier of (45i) fifteen days after the filing thereof with the SEC and (ii) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year (commencing with the fiscal quarter ended March 31, 2005), a copy of the Borrower, a unaudited consolidated and consolidating balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Company and its Subsidiaries as of the end of the following such fiscal year, quarter and the related consolidated and consolidating statements of projected income, shareholders’ equity and cash flow flows for the period commencing on the first day and projected income ending on the last day of such fiscal quarter, and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied certified by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimatesas fairly presenting, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be GAAP (subject to any “going concern” or like qualification or exception or any qualification or exception as to ordinary, good faith year-end audit adjustments), the scope financial position and the results of such auditoperations of the Company and the Subsidiaries.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a120) as soon as availabledays after the end of the fiscal year ending December 31, but in any event 2014 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 qualification, exception or exception explanatory paragraph or any qualification or exception as to the scope of such auditaudit other than any “going concern” or like qualification, exception or explanatory paragraph that is expressly resulting solely from an upcoming maturity date under the Facilities occurring within one year from the time such opinion is delivered or, solely with respect to the Revolving Credit Facility, a prospective default under Section 7.11; (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within forty-five (45) days (or seventy-five (75) days in the case of the fiscal quarters ending on September 30, 2014, March 31, 2015 and June 30, 2015) after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, setting forth in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and (ii) the corresponding portion of the previous fiscal year, and statements of stockholders’ equity for the current fiscal quarter and consolidated statements statement of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect[reserved]; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating supplemental financial statements reflecting the adjustments information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and and, except as permitted in Section 6.01(a), shall not be subject to any “going concern” or like qualification qualification, exception or exception explanatory paragraph or any qualification or exception as to the scope of such audit. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website address listed on Schedule 6.01; or (ii) on which such documents are posted on the Borrower’s behalf on IntraLinks/IntraAgency 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent; and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning (commencing with the 2006 fiscal yearyear ending in December, 2012), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of any material misstatement; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ending on June 24, 2012), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and setting forth in comparative form to the most recent audited balance sheet the figures for the current fiscal quarter end, (ii) the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Borrower’s fiscal year then ended ended, and (iiiii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each the case of the statements of income specified in clause (ii) and cash flows specified in clause (iii) in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion interim periods of the previous fiscal year, all in reasonable detail and detail, such statements to be certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments interim accruals or adjustments, unless otherwise disclosed, and the absence of footnotes; (c) . So long as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect furnishes the materials required pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 6.02(b), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case not be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, separately required to furnish any information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs under clause (a) and or (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditabove.

Financial Statements. Deliver Furnish to the Administrative Agent (which furnishing may be made to the Administrative Agent via a secured internet web page or via delivery of a hard copy to the Administrative Agent with sufficient copies for prompt further distribution each Lender which the Administrative Agent shall promptly furnish to each Lender:): (a) as soon as available, but in any event within ninety (90) 95 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBermuda Holdings, a copy of the audited consolidated balance sheet of the Borrower Bermuda Holdings and its consolidated Subsidiaries as at the end of such fiscal year, year and the related audited consolidated statements of income or operations, stockholders’ equity and cash flows and the audited consolidated statements of income of Bermuda Holdings and its Subsidiaries for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal yearyear and, all in reasonable detail and prepared in accordance with GAAPthe case of the consolidated balance sheet referred to above, audited and accompanied by reported on, without a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 exception, or any qualification or exception as to arising out of the scope of such the audit, or qualification which would affect the computation of financial covenants, by independent certified public accountants of nationally recognized standing; (b) as soon as available, but in any event within forty-five (45) not later than 50 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of Bermuda Holdings, the Borrower, a unaudited consolidated balance sheet of the Borrower Bermuda Holdings and its Subsidiaries as at the end of each such fiscal quarter, quarter and the related (i) unaudited consolidated statements of income or operations and cash flows of Bermuda Holdings and its Subsidiaries for such fiscal quarter quarterly period and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then endedBermuda Holdings through such date, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of in, and year to date portion of, the previous fiscal year year, and the corresponding portion of figures for such periods in the previous fiscal yearbudget prepared by the Borrower and furnished to the Administrative Agent, all in reasonable detail and certified by a Responsible Officer the chief financial officer, controller or treasurer of the Borrower as being fairly presenting stated in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, (subject only to normal year-end audit adjustments and the absence of footnotesadjustments); (c) as soon as available, and but in any event no not later than ninety 45 days after the beginning of each fiscal year of Bermuda Holdings after the Closing Date, a preliminary consolidated operating budget for Bermuda Holdings and its Subsidiaries taken as a whole; and as soon as available, any material revision to or any final revision of any such preliminary annual operating budget or any such consolidated operating budget; (90d) concurrently with the delivery of financial statements pursuant to subsection 6.1(a) or (b), a certificate of the chief financial officer or treasurer of the Borrower setting forth, in reasonable detail, the computations of Capital Expenditures as of the last day of the fiscal period covered by such financial statements, and the Interest Coverage Ratio as of such last day (whether or not a Covenant Compliance Period is then in effect); (e) all such financial statements to be complete and correct in all material respects (subject, in the case of interim statements, to normal year-end audit adjustments) and to be prepared in reasonable detail and (except in the case of the statements referred to in paragraphs (c) and (d) of this subsection 6.1) in accordance with GAAP; (f) as soon as available, but in any event not later than 35 days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately and second month of each quarter following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet an unaudited summary financial report of the Borrower Bermuda Holdings and its Subsidiaries as of at the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary each such period providing key metrics of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectbusiness; and (dg) simultaneously with the no later than ten (10) Business Days following delivery of each set of consolidated the Borrower’s annual financial statements referred pursuant to in Sections 6.01(aclause (a) and 6.01(babove or delivery of the Borrower’s quarterly financial statements pursuant to clause (b) above, as the related consolidating financial statements reflecting case may be, participate in a telephonic meeting with the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from Administrative Agent and Lenders at such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 time as may be satisfied with respect agreed to financial information of by the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect Administrative Agent in order to each of clauses (A) and (B), (i) provide a business update to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditLenders.

Financial Statements. Deliver The Borrower shall deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety 90 days (90or, with respect to the fiscal year ended December 31, 2006, 105 days) days after the end of each fiscal year of the Borrower beginning (commencing with the 2006 fiscal yearyear ended December 31, 2006), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderspartners’ equity and cash flows for such fiscal year, each setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other a nationally recognized independent registered public accounting firm of nationally recognized standingreasonably acceptable to the Administrative Agent, 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five 45 days (45or, with respect to each of the first three fiscal quarters of fiscal year 2007, 60 days) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter ending April 1, 2007), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and (ii) the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, each setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Borrower, as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower and its consolidated Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and but in any event no later than ninety (90) within 60 days after the end of each fiscal year of the Borrower (orBorrower, solely with respect forecasts prepared by management of the Borrower, in form satisfactory to the first fiscal year immediately following the Closing DateAdministrative Agent, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected of consolidated balance sheet sheets and statements of operations and cash flows of the Borrower and its Subsidiaries as of on a quarterly basis for the end of succeeding fiscal year (including the following fiscal yearyear in which the Maturity Date occurs). As to any information contained in materials furnished pursuant to Section 6.02(d), the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoBorrower shall not be separately required to furnish such information under clause (a) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Borrower to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each LenderAgent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning Holdings (commencing with the 2006 fiscal yearyear ending December 31, 2019), a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche Pricewaterhouse Coopers LLP or any other another independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit (other than with respect to, or resulting from an upcoming maturity date with respect to any Indebtedness of any Loan Party (including Indebtedness under this Agreement) occurring within one year from the time such report and opinion are delivered); (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings (commencing with the Borrowerfiscal quarter ending April 3, 2020), a consolidated balance sheet of the Borrower Holdings and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, changes in shareholders’ equity, and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Holdings’ fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Holdings as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Holdings and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) within 60 days after the end of each fiscal year of Holdings (commencing with the Borrower (or, solely with respect to the first fiscal year immediately following ending December 31, 2019, an annual business plan and budget of Holdings and its Subsidiaries on a consolidated basis, including forecasts prepared by management of the Closing Date, one hundred twenty (120) days), Lead Borrower of consolidated balance sheets and statements of income or operations and cash flows of Holdings and its Subsidiaries on a detailed consolidated budget quarterly basis for the immediately following fiscal year (including a projected consolidated balance sheet the fiscal year in which the Maturity Date for the Term Facility occurs), in the form prepared for the board of directors of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementsLead Borrower. Notwithstanding the foregoing, the The obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided thatthat if Holdings is no longer filing such forms, with respect the financial information delivered pursuant to each of clauses paragraphs (Aa) and (Bb) must be in form and detail consistent with financial information previously delivered or otherwise reasonably satisfactory to the Administrative Agent and the Required Lenders. As to any information contained in materials furnished pursuant to Section 6.02(c), (i) the Borrowers shall not be separately required to the extent furnish such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a)) or (b) above, such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and but the foregoing shall not be subject in derogation of the obligation of the Borrowers to any “going concern” or like qualification or exception or any qualification or exception as to furnish the scope of such auditinformation and materials described in Sections 6.01(a) and (b) above at the times specified therein.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event Lender within ninety (90) days after the end of each fiscal year of Parent (or, with respect to fiscal year 2013 and fiscal year 2014, within ninety-five (95) days after the Borrower end of such fiscal year) beginning with the 2006 2013 fiscal year, a consolidated balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit;audit (other than any qualification that is expressly solely with respect to, or expressly resulting solely from, (i) an upcoming maturity date of the Revolving Facility; or (ii) any potential inability to satisfy a financial maintenance covenant on a future date or in a future period) (an “Accounting Opinion”); and (b) as soon as available, but in any event Deliver to the Administrative Agent for prompt further distribution to each Lender within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (or, with respect to fiscal year 2014, within fifty (50) days after the end of each of the first three fiscal quarters in such fiscal year), a consolidated balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Parent as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Parent and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Parent and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the BorrowerParent’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided provided, that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by an Accounting Opinion. The information delivery requirements set forth in this Section 6.01 for the applicable period may be satisfied by Parent prior to the commencement of the exchange offer or the effectiveness of the shelf registration statement with respect to the Senior Notes by (i) the posting of such information on Parent’s or a report Borrower’s public website (which may include a press release of Parent or a Borrower), (ii) the filing with the SEC of such exchange offer registration statement and/or shelf registration statement, and opinion of Deloitte & Touche LLP any amendments thereto, with such information or (iii) by including in the registration statement for the IPO quarterly or annual updates, as applicable, containing the applicable required information. Documents required to be delivered pursuant to Section 6.01 and Section 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which Parent (or any other independent registered public accounting firm direct or indirect parent of nationally recognized standingParent) posts such documents, or provides a link thereto, at the website address listed on Schedule 10.02; or (ii) on which report such documents are posted on Parent’s behalf on IntraLinks/IntraAgency or another relevant website (including without limitation the XXXXX website of the Securities and opinion shall be prepared in accordance with generally accepted auditing standards Exchange Commission), if any, to which each Lender and shall not be subject to any “going concern” the Administrative Agent have access (whether a commercial, third-party website or like qualification or exception or any qualification or exception as to whether sponsored by the scope of such auditAdministrative Agent).

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as As soon as available, available but in any event event, within one hundred and twenty (120) days after the end of the Fiscal Year ended September 30, 2003 and thereafter within ninety (90) days after the end of each fiscal year Fiscal Year of the Borrower beginning with Company, deliver to the 2006 fiscal yearNoteholders, a consolidated financial statements of the Company for such year that present fairly the Company's financial condition, including the balance sheet of the Borrower and its Subsidiaries Company as at the end of such fiscal year, year and the related consolidated statements a statement of income or operations, stockholders’ equity and cash flows and income statement for such fiscal year, all on a consolidated and consolidating basis, setting forth in each case the consolidated statements in comparative form form, the corresponding figures as at the end of and for the previous fiscal year, all in reasonable detail detail, including all supporting schedules, and audited by independent public accountants of recognized standing, selected by the Company and reasonably satisfactory to the Noteholders, and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit;. (b) as As soon as available, available but in any event within forty-five (45) days after the end of each of the first three Fiscal Quarters of each Fiscal Year, deliver to the Noteholders the Company's internally prepared quarterly consolidated and consolidating financial statements, along with year to date information, including balance sheet, income statement and statements of cash flows with respect to the periods measured. (3c) fiscal quarters Promptly upon request, deliver such other information concerning the Company as the Noteholders may from time to time reasonably request, including annual reports, security law filings and reports to any security holders. (d) By the first day of each fiscal year of the Borrower, a annual consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and consolidating projections for the portion of Company for the fiscal year then ended beginning, including balance sheet, income statements and (ii) consolidated statements of cash flows for the portion flow, all prepared on a monthly basis. (e) Contemporaneously with delivery of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated annual financial statements referred to in Sections 6.01(a) and 6.01(bsubsection 6.7.1(a) above, a good standing certificate from the related consolidating financial statements reflecting Company's jurisdiction of organization evidencing that the adjustments necessary Company remains in good standing in, and continues to eliminate be organized under the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)laws of, such jurisdiction. (f) Such other data, reports, statements and information is accompanied by consolidating information that explains in reasonable detail (financial or otherwise) as the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditNoteholders may reasonably request.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower Company beginning with the 2006 2011 fiscal year, a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerCompany, a consolidated balance sheet of the Borrower Company and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Company as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Company, a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Company and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) ), and, as soon as available, significant revisions, if any, of such budget and projections with respect to such fiscal year (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Company and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereofof Holdings) or (B) the BorrowerCompany’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower Company and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche PricewaterhouseCoopers LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent or the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Parties as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ shareholders' equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit; the delivery by the Borrower to the Administrative Agent and each Lender of the Borrower's Form 10K for each fiscal year within the above referenced 90 day period shall satisfy Borrower's obligations under this Section 7.01(a); (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Parties as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower's fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ shareholders' equity and cash flows of the Borrower and its Subsidiaries Consolidated Parties in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; the delivery by the Borrower to the Administrative Agent and each Lender of the Borrower's Form 10Q for each fiscal quarter within the above referenced 45 day period shall satisfy Borrower's obligations under this Section 7.01(b); and (c) if any Unrestricted Subsidiaries exist on the last day of a fiscal quarter, as soon as available, and but in any event no later within 45 days (other than ninety (90the fourth fiscal quarter, in which case 90 days) days after the end of each such fiscal year quarter of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a detailed consolidated budget for the following fiscal year (including a projected consolidated consolidating balance sheet of the Borrower and its Subsidiaries as of at the end of such fiscal quarter, and the following related consolidating statements of income or operations and cash flows for such fiscal quarter and for the portion of the Borrower's fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, the related consolidated statements of projected cash flow all in reasonable detail and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied certified by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimatesof the Borrower as fairly presenting in all material respects the financial condition, information results of operations, shareholders' equity and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information cash flows of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditGAAP.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety one hundred twenty (90120) days after the end of each fiscal year of the Borrower beginning with (or such earlier date as may be required, including any extensions, by the 2006 fiscal yearSEC), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail (it being understood and agreed that the Borrower shall include a statement in its annual reports on Form 10-K filed with the SEC for such period indicating whether it is in compliance with the applicable Financial Covenants for such period) and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to (other than with respect to, or resulting from, the regularly scheduled maturity of the Loans hereunder or any prospective or actual default under any Financial Covenant) any “going concern” or like qualification or exception or any qualification or exception as to the scope of such auditaudit and (ii) management’s discussion and analysis, in reasonable detail and signed by a Responsible Officer of the Borrower, describing the operations and financial condition of the Loan Parties and their Subsidiaries for the fiscal year then ended; (b) as soon as available, but in any event event, within forty-five sixty (4560) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (or such earlier date as may be required, including any extensions, by the SEC), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail (it being understood and agreed that the Borrower shall include a statement in its quarterly reports on Form 10-Q filed with the SEC for such period indicating whether it is in compliance with the applicable Financial Covenants for such period) and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; footnotes and (cii) as soon as availablemanagement’s discussion and analysis, in reasonable detail and signed by a Responsible Officer of the Borrower, describing the operations and financial condition of the Loan Parties and their Subsidiaries for the fiscal quarter then ended; provided, however, that in any event no later than ninety each case with respect to clauses (90i) days after and (ii) above, with respect to the end of each fiscal year of quarter ended September 30, 2021, the Borrower (or, x) shall only be required to use commercially reasonable efforts to deliver such consolidated balance sheet and management’s discussion and analysis and (y) may elect to provide such consolidated balance sheet and management’s discussion and analysis on a standalone basis solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of (excluding the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”Target Companies), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and. (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections Section 6.01(a) and 6.01(b(b) above, above the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs statements (a) and (b) of this Section 6.01 may such statements shall not be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(aaudited and may be in footnote format), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution Agent, in form and detail satisfactory to each Lenderthe Administrative Agent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated balance sheet of the Parent (including the accounts of the Borrower and its Subsidiaries their Subsidiaries) as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP one of the “Big Four” certified accounting firms or any other another independent registered certified public accounting firm accountant of nationally recognized standingstanding or otherwise reasonably acceptable to the Agents, which report and opinion (as to the financial statements) shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as not reasonably acceptable to the scope of such audit;Administrative Agent; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent, a consolidated balance sheet the following financial statements as of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related : (i) condensed consolidated balance sheet as of the fiscal quarter then ended with a comparison to the balance sheet as of the most recently ended fiscal year; (ii) condensed consolidated statements of income or operations for the most recently ended quarterly period for such fiscal quarter year and for the portion of the fiscal year then ended ended, in comparative form; and (iiiii) condensed consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed form. The condensed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated interim unaudited financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards GAAP for interim financial information and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as accompanied by the certifications required by the rules and regulations of the SEC. Notwithstanding the foregoing, (i) in the event that the Parent timely files an Annual Report on Form 10-K for such fiscal year with the SEC that is made publicly available through XXXXX that meets all the requirements set forth in Section 6.01(a) preceding other than the delivery requirement to the scope Administrative Agent, such filing shall be deemed to have satisfied such delivery requirement of Section 6.01(a); (ii) in the event that the Parent timely files a Quarterly Report on Form 10-Q for such auditfiscal quarter with the SEC that is made publicly available through XXXXX that meets all the requirements set forth in Section 6.01(b) preceding other than the delivery requirement to the Administrative Agent, such filing shall be deemed to have satisfied such delivery requirement of Section 6.01(b); and (iii) so long as the Parent has made filings that satisfy subsections (i) and (ii) preceding, the Parent and the Borrower shall not have to satisfy the requirement that such information be in form and detail satisfactory to the Administrative Agent and the Required Lenders.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each LenderAgent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning (commencing with the 2006 fiscal yearyear ended December 31, 2013), (i) a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, year and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and (ii) accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; provided that it shall not be a violation of this clause (ii) if the opinion accompanying the financial statements for the applicable fiscal year is subject to a “going concern” or like qualification solely as a result of the fact that any of the Facilities under this Agreement is scheduled to mature within 365 days of the end of such fiscal year; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (commencing with the fiscal quarter September 30, 2013), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and in any event no later than ninety (90) 90 days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)Borrower, a detailed consolidated budget in reasonable detail for the following fiscal year (including a projected consolidated balance sheet and consolidated statements of the Borrower projected income and its Subsidiaries cash flows as of the end of and for such fiscal year and setting forth the following fiscal yearassumptions used for purposes of preparing such budget). As to any information contained in materials furnished pursuant to Section 5.02(c), the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoBorrower shall not be separately required to furnish such information under clause (a) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Borrower to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearParent, a consolidated balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in partners’ equity capital, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing the standards of the Public Company Accounting Oversight Board and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five 90 days after the end of each fiscal year of Borrower, a consolidated balance sheet of Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of operations, changes in partners’ capital, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, certified by the chief executive officer, chief financial officer, treasurer or controller of Borrower as fairly presenting the financial condition, results of operations, partners’ capital and cash flows of Borrower and its Subsidiaries in accordance with GAAP; (45c) as soon as available, but in any event within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent (commencing with the fiscal quarter ended December 24, 2011), a consolidated balance sheet of the Borrower Parent and its Subsidiaries as at the end of such fiscal quarter, setting forth in comparative form the figures as at the end of the previous fiscal year, and the related (i) consolidated statements of income or operations for such fiscal quarter quarter, and for the portion of the fiscal year then ended and (ii) consolidated statements of operations, changes in partners’ capital and cash flows for the portion of the Parent’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year year, if applicable, and the corresponding portion of the previous fiscal year, if applicable, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower Parent as fairly presenting in all material respects the financial condition, results of operations, stockholderspartners’ equity capital and cash flows of the Parent and its Subsidiaries in accordance with GAAP, subject only to normal year-end adjustments and the absence of footnotes; (d) 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 of the Borrower (commencing with the fiscal quarter ended December 24, 2011), a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, setting forth in comparative form the figures as at the end of the previous fiscal year, and the related consolidated statements of operations for such fiscal quarter, and statements of operations, changes in partners’ capital and cash flows for the portion of Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year, if applicable, and the corresponding portion of the previous fiscal year, if applicable, all in reasonable detail, certified by the chief executive officer, chief financial officer, treasurer or controller of the Borrower as fairly presenting the financial condition, results of operations, partners’ capital and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (ce) as soon as available, and but in any event no later than ninety (90) at least 45 days after the end of each fiscal year of the Borrower (orParent, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated an annual budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower Parent and its Subsidiaries as on a consolidated basis, including forecasts prepared by management of the end Parent of consolidated balance sheets and statements of operations and cash flows of the Parent and its Subsidiaries on a quarterly basis for the immediately following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lenderthe Lenders, in form and detail satisfactory to the Agent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year Fiscal Year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal yearFiscal Year, and the related consolidated statements of income or operations, stockholdersShareholders’ equity Equity and cash flows for such fiscal yearFiscal Year, setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and unqualified opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding reasonably acceptable to the Agent, 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each Fiscal Quarters of each Fiscal Year of the first three Borrower (3) fiscal quarters other than the last Fiscal Quarter of each fiscal year Fiscal Year of the Borrower), a consolidated Consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarterFiscal Quarter, and the related (i) consolidated statements of income or operations operations, Shareholders’ Equity and cash flows for such fiscal quarter Fiscal Quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year Borrower’s Fiscal Year then ended, setting forth in each case in comparative form the figures for (A) such period set forth in the projections delivered pursuant to Section 6.01(d) hereof, (B) the corresponding fiscal quarter Fiscal Quarter of the previous fiscal year Fiscal Year and (C) the corresponding portion of the previous fiscal yearFiscal Year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersShareholders’ equity Equity and cash flows of the Borrower and its Subsidiaries as of the end of such Fiscal Quarter in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) solely to the extent prepared by the Borrower in the ordinary course of business, then as soon as available, a consolidated balance sheet of the Borrower and in any event no later than ninety (90) days after its Subsidiaries as at the end of each fiscal year Fiscal Month of each Fiscal Year of the Borrower, and the related consolidated statements of income or operations, Shareholders’ Equity and cash flows for such Fiscal Month, certified by a Responsible Officer of the Borrower (oras fairly presenting the financial condition, solely with respect to the first fiscal year immediately following the Closing Dateresults of operations, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet Shareholders’ Equity and cash flows of the Borrower and its Subsidiaries as of the end of such Fiscal Month in accordance with GAAP, subject only to normal year-end audit adjustments and the following fiscal year, the related consolidated statements absence of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; andfootnotes; (d) simultaneously with as soon as available, but in any event at least 30 days before the delivery end of each set Fiscal Year of the Borrower, forecasts prepared by management of the Borrower, representing the Borrower’s good faith estimate of future financial performance and based on assumptions believed by the Borrower to be fair and reasonable in light of current market conditions and consistent with historical practices and otherwise in form and based upon assumptions reasonably satisfactory to the Agent, of the consolidated financial balance sheets and statements referred to in Sections 6.01(a) of income or operations and 6.01(b) abovecash flows, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts and projections of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoingroyalty revenues, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and its Subsidiaries on a quarterly (or, solely to the Restricted Subsidiaries extent prepared by furnishing the Borrower in the ordinary course of business, monthly) basis for the immediately following Fiscal Year (A) including the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) Fiscal Year in which the Borrower’s or Holdings’ (or any direct or indirect parent thereofMaturity Date occurs), and as applicablesoon as available, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, any significant revisions to such forecast with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditFiscal Year.

Financial Statements. Deliver The Guarantor shall deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety (90) 95 days after the end of each fiscal year of the Borrower beginning Guarantor (or, if earlier, 5 days after the date required to be filed with the 2006 fiscal yearSEC (after giving effect to any extension permitted by the SEC)), a consolidated balance sheet of the Borrower Guarantor and its Restricted Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit (except as may be required solely as a result of the impending maturity of any Indebtedness or any anticipated inability to satisfy any financial maintenance covenant or from the activities, operations, financial results, assets or liabilities of any Unrestricted Subsidiary); (b) as soon as available, but in any event within forty-five (45) 50 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerGuarantor (or, if earlier, 5 days after the date required to be filed with the SEC (after giving effect to any extension permitted by the SEC)) (commencing with the fiscal quarter ended March 31, 2023), a consolidated balance sheet of the Borrower Guarantor and its Restricted Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the Guarantor’s fiscal year then ended ended, and (ii) the related consolidated statements of changes in shareholders’ equity, and cash flows for the portion of the Guarantor’s fiscal year then ended, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, chief accounting officer, treasurer or controller of the Borrower Guarantor as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Guarantor and its Restricted Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(aclauses (a) and 6.01(b(b) aboveof this Section 6.01, the related unaudited consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statementsstatements either on the face of the financial statements or in the footnotes thereto, and reflecting the financial condition and results of operations of the Guarantor and its consolidated Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Guarantor. As to any information contained in materials furnished pursuant to Section 6.02(d), the Borrower shall not be separately required to furnish such information under subsection (a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and materials described in subsections (a) and (b) above at the times specified therein. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower Guarantor and the its Restricted Subsidiaries by furnishing (Ai) the applicable financial statements of Holdings any Person of which the Guarantor is a Subsidiary (or any direct or indirect parent thereofsuch Person, a “Parent Entity”) or (Bii) the BorrowerGuarantor’s or Holdings’ (or any direct or indirect parent thereof), as applicable, a Parent Entity’s Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (Ai) and (Bii), (iA) to the extent such information relates to Holdings (or a parent thereof)Parent Entity, such information is accompanied by consolidating such supplemental financial information that explains in reasonable detail (which need not be audited) as is necessary to eliminate the differences between accounts of such Parent Entity and each of its Subsidiaries, other than the information relating to Holdings (or such parent), on the one hand, Guarantor and the information relating to the Borrower and the its Restricted Subsidiaries on a standalone basis, on the other hand and (iiB) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such auditaudit (except as may be required solely as a result of the impending maturity of any Indebtedness or any anticipated inability to satisfy any financial maintenance covenant or from the activities, operations, financial results, assets or liabilities of any Unrestricted Subsidiary). Any financial statements required to be delivered pursuant to this Section 6.01 shall not be required to contain purchase accounting adjustments to the extent it is not practicable to include any such adjustments in such financial statements.

Financial Statements. Deliver Each Borrower Party shall deliver or cause to be delivered to Administrative Agent and the Administrative Agent for prompt further distribution shall promptly provide a copy of the same to each Lenderthe Lenders: (a) as soon as available, but in any event within ninety (90) 120 days after the end close of each applicable fiscal year (commencing from fiscal year 2018), the audited consolidated annual financial statements of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, Holdings audited by an Acceptable Accountant and the related consolidated balance sheet, statements of income or operationsincome, stockholderscash flow, and members’ equity and cash flows for such fiscal year, setting forth in each case (other than in the case of the audited annual financial statements for the 2018 fiscal year) in comparative form corresponding audited figures from the figures for the previous preceding fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by (x) a management report (1) describing the operations and financial condition of Holdings and its Subsidiaries for the fiscal year then ended, (2) setting forth in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the then-current Annual Operating Budget and (3) discussing the reasons for any significant variations, and (y) an opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standingan Acceptable Accountant, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any (without a “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit, other than any such qualification or exception that either (1) results solely from an upcoming maturity date or (2) relates to any potential inability to satisfy a financial maintenance covenant on a future date or in a future period) shall state that such financial statements fairly present, in all material respects, the financial condition and results of operations of the such Borrower Party as at the end of and for such fiscal year in accordance with GAAP; (b) as soon as available, but in any event within forty-five (45) 60 days after the end of each the first, second and third quarterly accounting periods of its fiscal year, the unaudited quarterly financial statements of such Borrower Party (commencing from the first three (3) fiscal quarters quarterly accounting period of each fiscal year 2019), together with a management report (1) describing the operations and financial condition of the Borrower, a consolidated balance sheet of the such Borrower Party and its Subsidiaries as at for the end of such fiscal quarter, period then ended and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the current fiscal year then ended and elapsed, (ii2) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the corresponding figures for the corresponding fiscal quarter periods of the previous fiscal year and the corresponding figures from the then-current Annual Operating Budget and (3) discussing the reasons for any significant variations. Such financial statements shall include the related balance sheet, statements of income and cash flows for such quarterly period and in the case of second and third quarterly accounting periods, for the portion of fiscal year ending with the previous last day of such quarterly period and, setting forth in each case (other than in the case of the unaudited quarterly financial statements for the first and second quarter of the 2019 fiscal year) in comparative form corresponding unaudited figures from the preceding fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries prepared in accordance with GAAP, GAAP (subject only to changes resulting from audit and normal year-end audit adjustments and the absence of footnotesfootnote disclosure); (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely along with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs under clauses (a) and (b) above, a certificate signed by a Responsible Officer of this Section 6.01 may be satisfied such Borrower Party certifying that to such Responsible Officer’s knowledge, no Event of Default or Inchoate Default has occurred and is continuing or, if any Event of Default or Inchoate Default has occurred and is continuing, the nature thereof and the corrective actions that such Borrower Party has taken or proposes to take with respect thereto (other than litigation strategy and documentation subject to confidentiality obligations or attorney-client privilege or similar privilege); and (d) (i) no later than the 60th day after commencement of each calendar year, commencing with 2020, a Reserve Report prepared by the Petroleum Engineer dated as of December 31 of the previous year; (ii) promptly upon written request by the Administrative Agent, a Reserve Report prepared by the Petroleum Engineer dated as of the first day of the month during which a Co-Borrower receives such request, together with an accompanying report on, since the date of the last Reserve Report previously delivered hereunder, Gas Property sales, Gas Property purchases and changes in categories concerning the Gas Properties owned by Co-Borrowers which have attributable to them Proved Reserves and containing information and analysis with respect to financial information the Proved Reserves of Co-Borrowers as of the Borrower date of such report; and the Restricted Subsidiaries by furnishing (iii) together with each such Reserve Report, (A) any updated production history of the applicable financial statements Proved Reserves of Holdings (or any direct or indirect parent thereof) or Co-Borrowers as of such date, (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10lease operating expenses attributable to the Gas Properties of Co-K or 10Borrowers for the prior 12-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B)month period, (iC) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception information as to the scope operations of Co-Borrowers as reasonably requested by the Administrative Agent and (D) such auditadditional data and information concerning pricing, quantities, volume of production and production imbalances from or attributable to the Gas Properties with respect thereto as the Administrative Agent may reasonably request.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a120) as soon as availabledays after the end of the fiscal year ending December 31, but in any event 2011 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Parent Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within forty-five (45) days (or sixty (60) days in the case of the fiscal quarters ending on September 30, 2011 and March 31, 2012) after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerParent Borrower for fiscal quarters ended on or after September 30, 2011, a consolidated balance sheet of the Parent Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for such fiscal quarter and the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Parent Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Parent Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, and in any event no later than one hundred twenty (120) days after the end of the fiscal year ending December 31, 2011 and within ninety (90) days after the end of each subsequent fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)year, a detailed consolidated budget for the following fiscal year on a quarterly basis (including a projected consolidated balance sheet of the Parent Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) (which may be in footnote form only) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Parent Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Parent Borrower (or any direct or indirect parent thereofof the Parent Borrower) or (B) the Parent Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10l0-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Parent Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Parent Borrower (or such parent), on the one hand, and the information relating to the Parent Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte Ernst & Touche Young LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit. Any financial statement required to be delivered pursuant to Section 6.01(a) or (b) shall not be required to include purchase accounting adjustments relating to the Transactions to the extent it is not practicable to include them. (a) to the Administrative Agent (which may be electronic copies delivered via electronic mail). Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents. The Parent Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arranger will make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Parent Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Parent Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Parent Borrower hereby agrees that so long as the Parent Borrower 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 it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (w) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Parent Borrower shall be deemed to have authorized the Administrative Agent, the Arrangers, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.08); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information”; and (z) the Administrative Agent and the Arranger shall treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.” Notwithstanding the foregoing, the Parent Borrower shall be under no obligation to xxxx any Borrower Materials “PUBLIC.”

Financial Statements. Deliver to the Administrative Agent for prompt further distribution and, except as indicated below, each Holder, in form and detail reasonably satisfactory to each Lenderthe Administrative Agent: (a) as As soon as available, but in any event within ninety 30 days after the end of each fiscal month of the Company (90except the fiscal months that coincide with the end of each fiscal quarter and fiscal year), the unaudited consolidated balance sheets of the Company and its Subsidiaries as of the end of such fiscal month, together with consolidated statements of income for such fiscal month, in each case as prepared for the Company’s internal purposes and in form substantially similar to the monthly financial statements of the Company and its Subsidiaries delivered to the Administrative Agent prior to the date hereof (which for the avoidance of doubt, do not include monthly “true-up” adjustments to the allowance for loan loss reserve, the provision for credit losses, the equity compensation expense, incentive accruals and income tax expense) and certified by the chief financial officer, the controller or the treasurer of the Company; (b) As soon as available, but in any event within 45 days after the end of each fiscal quarter of the Company (except the last fiscal quarter of each fiscal year of the Company), consolidated balance sheets of the Company and its Subsidiaries as of the end of such fiscal quarter, together with consolidated statements of income and cash flows for such fiscal quarter and for the period beginning with the first day of such fiscal year and ending on the last day of such fiscal quarter, certified by the chief financial officer, the controller or the treasurer of the Company; and (c) As soon as available, but in any event within 120 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearCompany, a consolidated balance sheet sheets of the Borrower Company and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operationsincome, cash flows and stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver (a) (i) On Location will furnish to the Administrative Agent for prompt further distribution to Agent, on behalf of each Private Lender: (a) as soon as available, but in any event within ninety (90) on or before the date that is 105 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, an unaudited consolidated balance sheet and the related unaudited consolidated statements of income or operations, stockholders’ equity and cash flows of On Location as of the end of and for such fiscal year, setting forth all certified by a Financial Officer as presenting fairly in each case in comparative form all material respects the figures financial position and results of operations and cash flows of On Location and its subsidiaries as of the end of and for the previous such fiscal year, all in reasonable detail and prepared year on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes; provided that if, at any time, financial statements of On Location and its subsidiaries for any fiscal year ended on or after December 31, 2019 are audited, such audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion financials shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as promptly provided to the scope Administrative Agent on behalf of each Private Lender and (ii) if, at such audit; time, any Lender is a Public Lender, On Location will furnish to the Administrative Agent, on behalf of each Public Lender, beginning with the fiscal year ending December 31, 2020 and thereafter, (bx) as soon as available, but in any event within forty-five (45) on or before the date that is 225 days after the end of each such fiscal year, an unaudited consolidated balance sheet and unaudited consolidated statements of income and cash flows of On Location as of the first three end of and for such fiscal year, all certified by a Financial Officer as presenting fairly in all material respects the financial position and results of operations and cash flows of On Location and its subsidiaries as of the end of and for such fiscal year on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes and (y) on or before the date that is 105 days after the end of each such fiscal year, a certificate of a Financial Officer setting forth (1) the First Lien Leverage Ratio as of the most recently ended Test Period (which may be expressed as a range of no greater than 0.50 to 1.00), (2) GAAP operating income, net income and capital expenditures for such fiscal year and (3) key business highlights for such fiscal quarters year as reasonably determined by On Location; (b) commencing with the fiscal quarter ending March 31, 2020, (i) On Location will furnish to the Administrative Agent, on behalf of each fiscal year of Private Lender, on or before the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at date that is 60 days after the end of each such fiscal quarter, an unaudited consolidated balance sheet and the related (i) unaudited consolidated statements of income or operations and cash flows of On Location as of the end of and for such fiscal quarter and for (except in the case of cash flows) the then elapsed portion of the fiscal year then ended year, and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter period or periods of (or, in the case of a balance sheet, as of the previous fiscal year and the corresponding portion of end of) the previous fiscal year, all in reasonable detail and certified by a Responsible Financial Officer of the Borrower as presenting fairly presenting in all material respects the financial condition, position and results of operations, stockholders’ equity operations and cash flows of the Borrower On Location and its Subsidiaries consolidated subsidiaries as of the end of and for such fiscal quarter and (except in the case of cash flows) such portion of the fiscal year on a consolidated basis in accordance with GAAPGAAP consistently applied, subject only to normal year-end audit adjustments and the absence of footnotes; footnotes and (cii) as soon as availableif, and in at such time, any event no later than ninety Lender is a Public Lender, On Location will furnish to the Administrative Agent, on behalf of each Public Lender, (90x) on or before the date that is 225 days after the end of each such fiscal year of the Borrower (orquarter, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected an unaudited consolidated balance sheet and unaudited consolidated statements of the Borrower income and its Subsidiaries cash flows of On Location as of the end of and for such fiscal quarter and (except in the following case of cash flows) the then elapsed portion of the fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall setting forth in each case be accompanied in comparative form the figures for the corresponding period or periods of (or, in the case of the statement of income, as of the end of) the previous fiscal year, all certified by a Financial Officer as presenting fairly in all material respects the financial position and results of operations and cash flows of On Location and its consolidated subsidiaries as of the end of and for such fiscal quarter and (except in the case of cash flows) such portion of the fiscal year on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes and (y) on or before the date that is 60 days after the end of each such fiscal quarter, a certificate of a Responsible Financial Officer stating that setting forth (1) the First Lien Leverage Ratio as of the most recently ended Test Period (which may be expressed as a range of no greater than 0.50 to 1.00), (2) GAAP operating income, net income and capital expenditures for such Projections are based on reasonable estimates, information quarter and assumptions and that (3) key business highlights for such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectquarter as reasonably determined by On Location; and (dc) simultaneously promptly following any request therefor, (i) such other information regarding the operations, business affairs and financial condition of Holdings, any Borrower or any Restricted Subsidiary, or compliance with the delivery terms of each set any Loan Document, as the Administrative Agent on its own behalf or on behalf of consolidated financial statements referred to any Lender may reasonably request in Sections 6.01(awriting and (ii) information and 6.01(b) abovedocumentation reasonably requested by the Administrative Agent or any Lender for purposes of compliance with applicable “know your customer” requirements under the PATRIOT Act, the related consolidating financial statements reflecting the adjustments necessary Beneficial Ownership Regulation or other applicable anti-money laundering laws. Documents required to eliminate the accounts of Unrestricted Subsidiaries (if anybe delivered pursuant to this Section 5.11(a) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and or (b) of this Section 6.01 may be satisfied with respect delivered electronically and if so delivered, shall be deemed to financial information have been delivered on the earlier of the Borrower and the Restricted Subsidiaries by furnishing date (A) on which Holdings posts such documents, or provides a link thereto, on Holdings’ or one of its Affiliates’ website on the applicable financial statements of Holdings (or any direct or indirect parent thereof) Internet or (B) the Borrower’s or on which such documents are posted on Holdings’ behalf on IntraLinks/IntraAgency or another website, if any, to which each Lender and the Administrative Agent has access (whether a commercial, third-party website or any direct or indirect parent thereofwhether sponsored by the Administrative Agent), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), : (i) Holdings shall deliver such documents to the extent Administrative Agent upon its reasonable request until a written notice to cease delivering such information relates to Holdings (or a parent thereof), such information documents is accompanied given by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand Administrative Agent and (ii) Holdings shall notify the Administrative Agent (by telecopier or electronic mail) of the posting of any such documents and upon its reasonable request, provide to the extent Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such information is in lieu documents. The Administrative Agent shall have no obligation to request the delivery of information required or maintain paper copies of the documents referred to be provided under Section 6.01(a)above, such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion each Lender shall be prepared in accordance with generally accepted auditing standards solely responsible for timely accessing posted documents and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope maintaining its copies of such auditdocuments.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a120) as soon as availabledays after the end of the fiscal year ending on or about December 31, but in any event 2017 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such audit;audit or any “going concern” explanatory paragraph or like qualification (excluding any “emphasis of matter” paragraph) (other than resulting from (w) activities, operations, financial results or liabilities of any Unrestricted Subsidiary, (x) the impending maturity of any Indebtedness, (y) with respect to the Term Loans, any actual or prospective default under any financial covenant and (z) with respect to the Revolving Credit Facility, any prospective default under any financial covenant). (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within fortysixty (60) days (or seventy-five (4575) days in the case of the fiscal quarters ending on or about June 30, 2017, September 30, 2017 and March 31, 2018) after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, setting forth in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and (ii) the corresponding portion of the previous fiscal year, and statements of stockholders’ equity for the current fiscal quarter and consolidated statements statement of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, and in any event no later than one hundred twenty (120) days after the end of the fiscal year ending on or about December 31, 2017 and within ninety (90) days after the end of each subsequent fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)year, a detailed consolidated budget for the following fiscal year on a quarterly basis in form customarily prepared by the Borrower or otherwise as provided to its direct or indirect equityholders (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating supplemental financial statements reflecting the adjustments information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and and, except as permitted in Section 6.01(a), shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditaudit or any “going concern” explanatory paragraph or like qualification. Documents required to be delivered pursuant to Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website; or (ii) on which such documents are posted on the Borrower’s behalf on Debt domain, Roadshow Access (if applicable) 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent; and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as soon as available, but in any event within ninety one hundred and twenty (90120) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearBorrower, a consolidated or combined balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated or combined statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized 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 (other than (x) an emphasis of matter to the extent such statement does not qualify such audit in any respect, (y) with respect to, or resulting from, the regularly scheduled maturity of any Indebtedness or (z) a potential or actual default under any financial covenants (including the Financial Covenants)) or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-forty five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of the Borrower, (i) a consolidated or combined balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (iA) consolidated or combined statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (iiB) consolidated or combined statements of cash flows for such fiscal quarter and for the portion of the fiscal year then ended, setting forth in each case in comparative form the income statement figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; footnotes and (cii) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to Borrower’s core business (and, to the first fiscal year immediately following extent readily available, the Closing Date, one hundred twenty (120) daysbusinesses acquired by Borrower since 2019), (1) a reasonably detailed consolidated budget for calculation of gross and net dollar retention, (2) an annual recurring revenue analysis inclusive of separation of new customer revenue, upsell revenue, churn, and contraction, (3) a reasonably detailed logo churn/calculations and (4) deferred revenue, KPI reports and SaaS metrics reports, each in a form reasonably acceptable to the following fiscal year (including a projected consolidated balance sheet of Required Lenders, or to the Borrower and its Subsidiaries as of extent previously approved by the end of the following fiscal yearRequired Lenders, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectconsistent with past practice; and (dc) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections Section 6.01(a), and (b) and 6.01(b) above, above the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable consolidated or combined financial statements of Holdings any direct or indirect parent of the Borrower that, directly or indirectly, holds all of the Equity Interests of the Borrower, (B) the Borrower’s (or any direct or indirect parent thereof) or (B) of the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, ) Form 10-K or 10-Q, as applicable, filed with the SECSEC or (C) following an election by the Borrower pursuant to the definition of “GAAP,” the applicable financial statements determined in accordance with IFRS; provided provided, that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is is, at the reasonable request of the Administrative Agent, accompanied by consolidating or combining information that explains in reasonable detail the differences between the information relating to Holdings such parent companies (or such parent), on the one hand, and the information relating to the Borrower and the its Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized standing, which report and opinion opinion, subject to the same exceptions set forth above, shall be prepared in accordance with generally accepted auditing standards standards. The Borrower represents and shall warrants that it, its controlling Person and any Subsidiary, in each case, if any, either (i) has no registered or publicly traded securities outstanding, or (ii) files their financial statements with the SEC and/or makes their financial statements available to potential holders of its 144A securities, and, accordingly, the Borrower hereby (i) authorizes the Administrative Agent to make the financial statements to be provided under Section 6.01(a), (b) and (c) above (collectively, “Borrower Materials”), along with the Loan Documents, available on IntraLinks or another similar electronic system (the “Platform”) to certain of the Lenders (each, a “Public Lender”) that may have personnel who do not be subject wish to any “going concern” or like qualification or exception or any qualification or exception as receive material non-public information with respect to the scope Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such auditPersons’ securities, and (ii) agrees that at the time such financial statements are provided hereunder, they shall already have been made available to holders of its securities. The Administrative Agent shall be under no obligation to post any other material to Public Lenders unless the Borrower has expressly represented and warranted to the Administrative Agent in writing that such materials do not constitute material non-public information within the meaning of the federal securities laws or that the Borrower has no outstanding publicly traded securities, including 144A securities.

Financial Statements. Deliver Furnish, or cause to be furnished, to the Administrative Agent for prompt further distribution to each Lenderand the Lenders: (a) as soon as available, but in any event within ninety (90) 120 days after the end of each fiscal year of the Borrower beginning Hyatt (or such earlier date as Hyatt may file or be required to file such statements with the 2006 fiscal yearSecurities and Exchange Commission (“SEC”)), a consolidated balance sheet of the Borrower Hyatt and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, changes in stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other another independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders (it being agreed that any of the “Big Four” accounting firms shall be acceptable to the Required Lenders), 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of Hyatt (or such earlier date as Hyatt may file or be required to file such statements with the BorrowerSEC), a consolidated balance sheet of the Borrower Hyatt and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Hyatt’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Hyatt as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Hyatt and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and . As to any information contained in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect materials furnished pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 5.2(a), a detailed consolidated budget for the following fiscal year Hyatt shall not be separately required to furnish such information under clause (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoa) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of Hyatt to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) above at the times specified therein. All such financial statements shall be complete and correct in all material respects (subject, in the case of this Section 6.01 may be satisfied with respect interim statements, to financial information of the Borrower normal recurring year-end audit adjustments and the Restricted Subsidiaries by furnishing (A) the applicable financial statements absence of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (Afootnotes) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in reasonable detail and in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to GAAP applied consistently throughout the scope of such auditperiods reflected therein.

Financial Statements. Deliver to the Administrative Agent (for prompt further distribution to each Lender:): (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning REIT Guarantor (commencing with the 2006 fiscal yearyear ending December 31, 2017), a consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Group as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal yearyear (or in the case of the December 31, 2017 statements, the figures set forth in the Audited Financial Statements), all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and applicable securities laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit (provided that to the extent the components of such consolidated financial statements relating to a prior fiscal period are separately audited by different independent public accounting firms, the audit report of any such accounting firm may contain a qualification or exception as to scope of such consolidated financial statements as they relate to such components); and (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerREIT Guarantor (commencing with the fiscal quarter ending September 30, a 2017), an unaudited consolidated balance sheet of the Borrower and its Subsidiaries Consolidated Group as at the end of such fiscal quarter, and the related (i) unaudited consolidated statements of income or operations for such fiscal quarter and for the portion of the REIT Guarantor’s fiscal year then ended ended, and (ii) consolidated the related unaudited statements of stockholders’ equity and cash flows for the portion of the REIT Guarantor’s fiscal year then ended, setting forth in each case (commencing with the fiscal quarter ending June 30, 2018) in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, as applicable, all in reasonable detail and detail, such consolidated statements to be certified by a Responsible Officer of the Borrower REIT Guarantor as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries Consolidated Group in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;; and (c) as soon as available, and in any event no later than ninety within thirty (9030) days after the end of each fiscal year of the Borrower (orREIT Guarantor, solely beginning with respect to the first fiscal year immediately following ending December 31, 2017, an annual operating forecast of the Closing DateREIT Guarantor containing, one hundred twenty (120) days)among other things, a detailed consolidated budget pro forma financial statements for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following then current fiscal year, prepared in a manner and in the related consolidated statements of projected cash flow and projected income and a summary form of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements forecast referred to in Sections 6.01(aSection 5.05(d) and 6.01(bor in such other form as is reasonably acceptable to the Administrative Agent. As to any information contained in materials furnished pursuant to Section 6.02(c), the Credit Parties shall not be separately required to furnish such information under clause (a) or (b) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Credit Parties to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal yearImation, a consolidated balance sheet of the Borrower Imation and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered certified public accounting firm accountant of nationally recognized standingstanding reasonably acceptable to the Required Lenders, 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerImation, a consolidated balance sheet of the Borrower Imation and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Imation’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower Imation as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower Imation and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) within 30 days after the end of each month (but within 45 days after the last month in a fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysyear), a detailed consolidated budget for the following fiscal year (including a projected consolidated unaudited balance sheet of the Borrower and its Subsidiaries sheets as of the end of the following fiscal year, such month and the related consolidated statements of projected income and cash flow for such month and projected income and a summary for the portion of the material underlying assumptions applicable thereto) (collectivelyfiscal year then elapsed, on a consolidated basis for Borrowers and Subsidiaries, setting forth in comparative form corresponding figures for the “Projections”), which Projections shall in each case be accompanied preceding fiscal year and certified by a certificate of a Responsible Officer stating that of Imation as prepared in accordance with GAAP and fairly presenting the financial position and results of operations for such Projections are based on reasonable estimatesmonth and period, information subject to normal year-end adjustments and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectthe absence of footnotes; and (d) simultaneously with not later than 30 days after the delivery beginning of each set fiscal year, projections of Borrowers’ consolidated financial statements referred balance sheets, results of operations, cash flow and Availability for such fiscal year, month by month. As to any information contained in Sections 6.01(amaterials furnished pursuant to Section 6.02(ce), the Borrowers shall not be separately required to furnish such information under clause (a) and 6.01(bor (b) above, but the related consolidating financial statements reflecting foregoing shall not be in derogation of the adjustments necessary obligation of the Borrowers to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs subsections (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution (which will promptly furnish such information to each Lender:): (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning (or, if earlier, fifteen (15) days after the date required to be filed with the 2006 SEC (without giving effect to any extension permitted by the SEC), commencing with the fiscal yearyear ended December 31, 2017, a consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholderschanges in shareholders’ equity equity, and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited by an independent certified public accountant of nationally recognized standing reasonably acceptable to the Required Lenders, and accompanied by a report and an opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, such accountants 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 (other than solely with respect to, or resulting solely from an upcoming maturity date under this Agreement occurring within one year from the time such opinion is delivered) or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerBorrower (or, if earlier, five (5) days after the date required to be filed with the SEC (without giving effect to any extension permitted by the SEC), a consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, changes in shareholders’ equity, and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer the chief executive officer, chief financial officer, treasurer or controller of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Restricted Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availablein the event that any Unrestricted Subsidiaries exist at such time, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) then simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(aclauses (a) and 6.01(b(b) above, a summary statement, prepared in good faith by a Responsible Officer of the related consolidating financial statements Borrower, reflecting the adjustments necessary to eliminate the accounts of such Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoingAs to any information contained in materials furnished pursuant to Section 6.02(d), the obligations Borrower shall not be separately required to furnish such information under Section 6.01(a) or (b) above, but the foregoing shall not be in paragraphs (aderogation of the obligation of the Borrower to furnish the information and materials described in Sections 6.01(a) and (b) of above at the times specified therein. Documents required to be delivered pursuant to this Section 6.01 or Section 6.02(d) (to the extent any such documents are included in materials otherwise filed with the SEC and available in EXXXX) may be satisfied with respect delivered electronically and if so delivered, shall be deemed to financial information of have been delivered on the date (i) on which the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (posts such documents, or any direct or indirect parent thereof) or (B) provide a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; (ii) on which such documents are posted on the Borrower’s behalf on an Internet or Holdings’ intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or any direct whether sponsored by the Administrative Agent); or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, (iii) on which such report is filed electronically with the SEC; provided that’s EXXXX system. Notwithstanding anything contained herein, with respect unless the Administrative Agent otherwise agrees, in every instance the Borrower shall be required to each provide paper copies of clauses (A) and (B), (i) the Compliance Certificates required by Section 6.02 to the extent Administrative Agent. Except for such information relates Compliance Certificates, the Administrative Agent shall have no obligation to Holdings (request the delivery or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail to maintain copies of the differences between the information relating documents referred to Holdings (or such parent), on the one handabove, and in any event shall have no responsibility to monitor compliance by the information relating to the Borrower Borrowers with any such request for delivery, and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion each Lender shall be prepared in accordance with generally accepted auditing standards and shall not be subject solely responsible for requesting delivery to any “going concern” it or like qualification or exception or any qualification or exception as to the scope maintaining its copies of such auditdocuments.

Financial Statements. Deliver to the Administrative Agent, for delivery by the Administrative Agent for prompt further distribution to each Lenderthe Lenders: (a) as soon as available, but and in any event within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year Fiscal Year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, Fiscal Year and the related (i) consolidated statements of income or operations for such fiscal quarter operations, shareholders’ equity and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then endedsuch Fiscal Year, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year Fiscal Year, audited and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm accountants of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards (and shall not be subject to any “going concern” qualification, unless resulting from (i) an upcoming maturity date of any Indebtedness or like qualification (ii) an anticipated breach of any financial covenant in any future period or exception an actual breach of any financial covenant for which the applicable cure deadline has not passed) to the effect that such consolidated financial statements present fairly, in all material respects, the financial position of the Borrower and its Subsidiaries on a consolidated basis and the results of their operations and cash flows in conformity with GAAP; (b) as soon as available, but in any event not later than sixty (60) days after the end of each of the first three Fiscal Quarters of each Fiscal Year of the Borrower, the unaudited consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such quarter and the related unaudited consolidated statements of income and of cash flows for such Fiscal Quarter and the portion of the Fiscal Year through the end of such Fiscal Quarter, certified by a Responsible Officer as being fairly stated in all material respects (subject to normal year-end audit adjustments and the absence of footnotes), and setting forth in comparative form the figures as of the end of and for the corresponding period in the previous year; and (c) as soon as available, but in any event not later than thirty (30) days after the end of each of the first two months of each Fiscal Quarter of the Borrower, the unaudited consolidated profit and loss statement and balance sheet of the Borrower and its Subsidiaries as of the end of such month, in each case substantially in the form customarily prepared by the Borrower and delivered to the Lenders prior to the Closing Date. Notwithstanding the foregoing, the obligations in clauses (a) and (b) of this Section 6.01, and clause (a) of Section 6.02, may instead be satisfied with respect to any financial statements of the Borrower and its Subsidiaries by furnishing the Borrower’s Form 10-K or 10-Q, as applicable, filed with the SEC or any qualification or exception as securities exchange, in each case, within the time periods specified in such clauses and without any requirement to provide notice of such filing to the scope Administrative Agent or to any Lender; provided that, to the extent such statements are in lieu of statements required to be provided under Section 6.01(a), such auditstatements shall be audited and accompanied by a report and opinion of independent public accountants of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards (and shall not be subject to any “going concern” qualification, unless resulting from (i) an upcoming maturity date of any Indebtedness or (ii) an anticipated breach of any financial covenant in any future period or an actual breach of any financial covenant for which the applicable cure deadline has not passed) to the effect that such consolidated financial statements present fairly, in all material respects, the financial position of the Borrower and its Subsidiaries on a consolidated basis and the results of their operations and cash flows in conformity with GAAP.

Financial Statements. Deliver The Lessee shall deliver to the Administrative Agent for prompt further distribution Lessor, in form and detail satisfactory to each Lenderthe Lessor: (ai) as soon as available, but in any event within ninety (90) not later than 90 days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a copy of the audited consolidated balance sheet of the Borrower Lessee and its Subsidiaries as at the end of such fiscal year, year and the related consolidated statements of income or operations, stockholders’ partners' equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all identifying any material change in reasonable detail and prepared in accordance with GAAPaccounting policies or financial reporting practices by the Lessee or any of its consolidated Subsidiaries, audited and accompanied by a report and the opinion of Deloitte & Touche Price Waterhouse LLP or any other another nationally-recognized independent registered public accounting firm of nationally recognized standing, ("INDEPENDENT AUDITOR") which report and shall state that such consolidated financial statements present fairly the financial position for the periods indicated in conformity with GAAP applied on a basis consistent with prior years. Such opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to qualified or limited because of a restricted or limited examination by the Independent Auditor of any “going concern” or like qualification or exception material portion of the Lessee's or any qualification or exception as to the scope of such auditSubsidiary's records; (bii) as soon as available, but in any event within forty-five (45) not later than 60 days after the end of each of the first three (3) fiscal quarters of each fiscal year year, a copy of the Borrower, a unaudited consolidated balance sheet of the Borrower Lessee and its Subsidiaries as of the end of such quarter and the related consolidated statements of income, partners' equity and cash flows for the period commencing on the first day and ending on the last day of such quarter, identifying any material change in accounting policies or financial reporting practices by the Lessee or any of its consolidated Subsidiaries, and certified by a General Partner as fairly presenting, in accordance with GAAP (subject to ordinary, good faith year-end audit adjustments), the financial position and the results of operations of the Lessee and its Subsidiaries; (iii) as soon as available, but not later than 90 days after the end of each fiscal year, a copy of an unaudited consolidating balance sheet of the Lessee and its Subsidiaries as at the end of such fiscal quarter, year and the related (i) consolidated statements consolidating statement of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer General Partner as having been developed and used in connection with the preparation of the Borrower as fairly presenting financial statements referred to in all material respects the financial conditionclause (i), results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotesabove; (civ) as soon as available, and in any event no but not later than ninety (90) 60 days after the end of each fiscal year of the Borrower (or, solely with respect to the first three fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet quarters of the Borrower and its Subsidiaries as of the end of the following each fiscal year, a copy of the unaudited consolidating balance sheets of the Lessee and its Subsidiaries, and the related consolidated consolidating statements of projected cash flow income for such quarter, all certified by a General Partner as having been developed and projected income and a summary used in connection with the preparation of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries clause (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereofii), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditabove.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender: (a) as As soon as available, available but in any event within ninety (90) 60 days after the end of each fiscal year of quarter prior to the Borrower beginning with the 2006 fiscal yearClosing, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal yearon an as-reported basis, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) then as soon as available, available but in any event within forty-five (45) 90 days after the end of each of the first three (3) such fiscal quarters of each fiscal year of the Borrowerquarter on a carve-out basis, a IP shall deliver, or cause to be delivered, to UWWH an unaudited consolidated balance sheet of the Borrower Spinco Business and its Subsidiaries as at the related unaudited statement of operations, for the period from the beginning of the fiscal quarter to the end of such fiscal quarter, and the related (i) consolidated all such statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries shall be prepared in accordance with GAAP, GAAP (except for the absence of footnotes and subject only to normal changes resulting from year-end audit adjustments); provided that the as-reported financial statements are prepared in accordance with GAAP for internal reporting of the Spinco Business as a division and financial reporting segment of IP, and do not include the type of carve-out adjustments and required to prepare the absence of footnotes;Spinco Audited Financial Statements. (cb) as As soon as available, available and in any event no later than ninety 120 days after the end of the 2013 fiscal year, IP shall deliver, or cause to be delivered, to UWWH an audited consolidated balance sheet of the Spinco Business as of December 31, 2013 and the related audited statements of operations, cash flows and parent company equity for the year ended December 31, 2013, including the notes thereto, in each case, audited by Deloitte & Touche LLP. (90c) As soon as available but in any event within 60 days after the end of each fiscal year of the Borrower (or, solely with respect quarter prior to the first fiscal year immediately following the Closing DateClosing, one hundred twenty (120) days)UWWH shall deliver, a detailed consolidated budget for the following fiscal year (including a projected or cause to be delivered, to IP an unaudited consolidated balance sheet of UWWH and the Borrower related unaudited statements of operations and its Subsidiaries as cash flows for the period from the beginning of the fiscal quarter to the end of the following such fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one handquarter, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent all such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion statements shall be prepared in accordance with generally accepted auditing standards GAAP (except for the absence of footnotes and shall not be subject to changes resulting from year-end audit adjustments). (d) As soon as available and in any “going concern” event no later than 120 days after the end of the 2013 fiscal year, UWWH shall deliver, or like qualification or exception or any qualification or exception cause to be delivered, to IP an audited consolidated balance sheet of UWWH as to of December 31, 2013 and the scope related audited statements of such auditoperations, cash flows and stockholder’s equity for the year ended December 31, 2013, including the notes thereto, in each case, audited by PricewaterhouseCoopers LLP.

Financial Statements. Deliver to the Administrative Agent (for prompt further distribution delivery to each Lender) in form and detail satisfactory to the Administrative Agent: (a) as soon as available, but in any event within ninety (90) 90 days after the end of each fiscal year of the Borrower beginning Company (or, if earlier, 15 days after the date required to be filed with the 2006 SEC) (commencing with the fiscal yearyear ending October 1, 2017), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at of the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity operations and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm a Registered Public Accounting Firm of nationally recognized standingstanding as to whether such financial statements are free of material misstatement, which report and opinion shall will be prepared in accordance with generally accepted auditing audit standards of the Public Company Accounting Oversight Board and shall will not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;audit or with respect to the absence of material misstatement; and (b) as soon as available, but in any event within forty-five (45) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of the BorrowerCompany (or, if earlier, 15 days after the date required to be filed with the SEC) (commencing with the fiscal quarter ending December 31, 2017), a consolidated balance sheet of the Borrower Company and its Subsidiaries as at of the end of such fiscal quarter, and the related (i) consolidated statements of income or operations and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the Company’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and detail, certified by a Responsible Officer of the Borrower Company as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity operations and cash flows of the Borrower Company and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and . As to any information contained in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect materials furnished pursuant to the first fiscal year immediately following the Closing Date, one hundred twenty (120) daysSection 6.02(b), a detailed consolidated budget for the following fiscal year Company will not be separately required to furnish such information under clause (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable theretoa) or (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(bb) above, but the related consolidating financial statements reflecting foregoing will not be in derogation of the adjustments necessary obligation of the Company to eliminate furnish the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations information and materials described in paragraphs clauses (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of above at the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audittimes specified therein.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each Lender:Lender (provided any of the information required pursuant to this Section 6.01 shall be deemed validly delivered as provided in the last paragraph of Section 6.02): (a) as soon as available, but in any event within ninety (90) days after the end of each fiscal year (and in the case of the fiscal year of the Borrower beginning with ending December 25, 2010, one hundred and twenty (120) days after the 2006 end of such fiscal year) of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholdersshareholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche KPMG LLP or any other independent registered certified public accounting firm accountant of nationally recognized 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 or any qualification or exception as to the scope of such audit; (b) as soon as available, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations operations, shareholders’ equity and cash flows for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year Borrower then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholdersshareholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and but in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (orBorrower, solely with respect to reasonably detailed forecasts prepared by management of the first fiscal year immediately following the Closing DateBorrower, one hundred twenty (120) days)on a quarterly basis, a detailed consolidated budget for the following fiscal year (including a projected of consolidated balance sheet sheets, income statements, cash flow statements and Consolidated EBITDA of the Borrower and its Subsidiaries as of for the end of the fiscal year following such fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectyear then ended; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections Section 6.01(a) and Section 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to any financial information statements of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereofof Holdings) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC, in each case, within the time periods specified in such paragraphs; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates financial statements relate to Holdings (or a parent thereof), such information is financial statements shall be accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted its Subsidiaries on a standalone basis, on the other hand hand, which consolidating information shall be certified by a Responsible Officer of the Borrower as fairly presenting such information and (ii) to the extent such information is statements are in lieu of information statements required to be provided under Section 6.01(a), such materials statements are accompanied by a report and opinion of Deloitte & Touche KPMG LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such audit.

Financial Statements. Deliver (a) Commencing with the fiscal year ending December 31, 2019, deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a) as soon as available, but in any event within ninety (90120) days after the end of each fiscal year of the Borrower beginning with the 2006 fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries Subsidiaries, as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form form, the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other an independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditaudit or any “going concern” qualification (other than resulting from (x) the impending maturity of any Indebtedness, (y) any actual or prospective breach of any financial covenant or (z) activities, operations, financial results or liabilities of any Unrestricted Subsidiary; (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within forty-five sixty (4560) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, commencing with the fiscal quarter ending June 30, 2019, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarterquarter and in comparative format, the prior fiscal year-end and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, setting forth in comparative form, the figures for the corresponding fiscal quarter of the previous fiscal year and (ii) the corresponding portion of the previous fiscal year, and statements of stockholders’ equity for the current fiscal quarter and consolidated statements statement of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form form, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availableUntil the consummation of a Qualified IPO, and in any event no later than ninety deliver to the Administrative Agent for prompt further distribution to each Lender, within one hundred twenty (90120) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)year, a detailed consolidated budget for the following fiscal year on a quarterly basis in form customarily prepared by the Borrower or otherwise as provided to its direct or indirect equityholders (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating supplemental financial statements reflecting the adjustments information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted its Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and and, except as permitted in Section 6.01(a), shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditaudit or any “going concern” qualification (other than resulting from (x) the impending maturity of any Indebtedness, (y) any actual or prospective breach of any financial covenant or (z) activities, operations, financial results or liabilities of any Unrestricted Subsidiary). Documents required to be delivered pursuant to this Section 6.01 and Sections 6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website; or (ii) on which such documents are posted on the Borrower’s behalf on Debtdomain, Roadshow Access (if applicable) 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents.

Financial Statements. Deliver to the Administrative Agent for prompt further distribution to each LenderCredit Agent: (a) as As soon as available, but available and in any event within ninety 45 days after the end of each month, including the last month of Borrowers' fiscal year, an interim combined statement of income of Borrowers (90and, if applicable, Borrowers' Subsidiaries, on a consolidated basis) for the immediately preceding month and for the period from the beginning of the fiscal year to the end of that month, and the related balance sheet as at the end of the immediately preceding month, all in reasonable detail, subject, however, to year-end audit adjustments. (b) As soon as available and in any event within 90 days after the end of each fiscal year of the Borrower beginning with the 2006 Borrowers, fiscal year-end combined statements of income, changes in stockholders' equity and cash flow of Borrowers (and, if applicable, Borrowers' Subsidiaries, on a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal basis) for that year, and the related consolidated statements balance sheet as of income or operations, stockholders’ equity and cash flows for such fiscal year, the end of that year (setting forth in each case in comparative form the corresponding figures for the previous preceding fiscal year), all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and (1) an opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope those financial statements in form and substance satisfactory to Credit Agent and prepared by independent certified public accountants of such audit;recognized standing acceptable to Credit Agent and (2) any management letters, management reports or other supplementary comments or reports delivered by those accountants to Borrowers or their boards of directors. (bc) as Together with each delivery of financial statements required by this Section, a Compliance Certificate substantially in the form of Exhibit E. (d) As soon as available, but available and in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) 90 days after the end of each fiscal year of the Borrower AHMIC, fiscal year-end consolidating statements of income, changes in stockholders' equity and cash flows of AHMIC (orand, solely with respect to the first fiscal year immediately following the Closing Dateif applicable, one hundred twenty (120AHMIC's Subsidiaries, on a consolidated basis) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following most recent fiscal year, the related consolidated statements balance sheet as at the end of projected cash flow and projected income and a summary of that year (setting forth in comparative form the material underlying assumptions applicable thereto) (collectively, corresponding figures for the “Projections”preceding fiscal year), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains all in reasonable detail the differences between the information relating and accompanied by (1) an opinion as to Holdings (or such parent), on the one hand, those financial statements in form and the information relating substance satisfactory to the Borrower Credit Agent and the Restricted Subsidiaries on a standalone basis, on the other hand prepared by independent certified public accountants of recognized standing acceptable to Credit Agent and (ii2) any management letters, management reports or other supplementary comments or reports delivered by those accountants to AHMIC. (e) Copies of all regular or periodic financial and other reports that AHMIC files with the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report Securities and opinion of Deloitte & Touche LLP Exchange Commission or any successor governmental agency or other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditentity.

Financial Statements. (a) Deliver to the Administrative Agent for prompt further distribution to each Lender: , within one hundred twenty (a120) as soon as availabledays after the end of the fiscal year ending on or about December 31, but in any event 2017 and within ninety (90) days after the end of each fiscal year of the Borrower beginning with the 2006 subsequent fiscal year, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such audit;audit or any “going concern” explanatory paragraph or like qualification (excluding any “emphasis of matter” paragraph) (other than resulting from (w) activities, operations, financial results or liabilities of any Unrestricted Subsidiary, (x) the impending maturity of any Indebtedness, (y) with respect to the Term Loans, any actual or prospective default under any financial covenant and (z) with respect to the Revolving Credit Facility, any prospective default under any financial covenant). (b) as soon as availableDeliver to the Administrative Agent for prompt further distribution to each Lender, but in any event within fortysixty (60) days (or seventy-five (4575) days in the case of the fiscal quarters ending on or about June 30, 2017, September 30, 2017 and March 31, 2018) after the end of each of the first three (3) fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, quarter and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended ended, setting forth in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and (ii) the corresponding portion of the previous fiscal year, and statements of stockholders’ equity for the current fiscal quarter and consolidated statements statement of cash flows for the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes; (c) as soon as availablePrior to a Qualified IPO, and in any event deliver to the Administrative Agent for prompt further distribution to each Lender, no later than one hundred twenty (120) days after the end of the fiscal year ending on or about December 31, 2017 and within ninety (90) days after the end of each subsequent fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days)year, a detailed consolidated budget for the following fiscal year on a quarterly basis in form customarily prepared by the Borrower or otherwise as provided to its direct or indirect equityholders (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based have been prepared in good faith on the basis of the assumptions stated therein, which assumptions were believed to be reasonable estimatesat the time of preparation of such Projections, information and assumptions it being understood that actual results may vary from such Projections and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectvariations may be material; and (d) simultaneously Deliver to the Administrative Agent with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a‎6.01(a) and 6.01(b‎6.01(b) above, the related consolidating supplemental financial statements reflecting the adjustments information necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a‎(a) and (b‎(b) of this Section ‎Section 6.01 may be satisfied with respect to financial information of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings the Borrower (or any direct or indirect parent thereofof the Borrower) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, that with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof)of the Borrower, such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings the Borrower (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone stand-alone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section ‎Section 6.01(a), (x) such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and and, except as permitted in ‎Section 6.01(a), shall not be subject to contain any “going concern” qualifications or like qualification or exception or any qualification or exception exceptions as to the scope of such auditaudit or any “going concern” explanatory paragraph or like qualification and (y) such materials need not be audited. Documents required to be delivered pursuant to ‎Section 6.01 and Sections ‎6.02(b) and (c) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower (or any direct or indirect parent of the Borrower) posts such documents, or provides a link thereto on the website on the Internet at the Borrower’s website; or (ii) on which such documents are posted on the Borrower’s behalf on Debtdomain, Roadshow Access (if applicable) 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); provided that: (i) upon written request by the Administrative Agent, the Borrower shall deliver paper copies of such documents to the Administrative Agent for further distribution to each Lender until a written request to cease delivering paper copies is given by the Administrative Agent; and (ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Each Lender shall be solely responsible for timely accessing posted documents or requesting delivery of paper copies of such documents from the Administrative Agent and maintaining its copies of such documents.

Financial Statements. Deliver As soon as available and in any event prior to the Administrative Agent for prompt further distribution to each Lenderdate specified below: (a) as soon as available, but in any event within ninety (90) days on or prior to the sixtieth day after the end of each fiscal year of the first three Fiscal Quarters of each Fiscal Year of the Borrower: (i) unaudited statements of income and cash flows of the Borrower for such period and for the period from the beginning with of the 2006 fiscal year, a consolidated respective Fiscal Year to the end of such period; and (ii) the related unaudited balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal year, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal yearperiod, setting forth in each case in comparative form the corresponding figures for the previous fiscal yearcorresponding period in the preceding Fiscal Year; provided, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance with generally accepted auditing standards and that the Borrower shall not be subject required to any “going concern” or like qualification or exception or any qualification or exception as to deliver comparative financial statements for the scope of such auditfirst three Fiscal Quarters following the Closing Date; (b) as soon as available, but in any event within forty-five (45) days on or prior to the 120th day after the end of each of the first three (3) fiscal quarters of each fiscal year Fiscal Year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated audited statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for the portion of the fiscal year then endedincome, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ member’s equity and cash flows of the Borrower for such year and its Subsidiaries the related audited balance sheets as at the end of such Fiscal Year, and accompanied by an opinion of Xxxxx Xxxxxxxx LLP or other independent certified public accountants of recognized national standing, which opinion shall state that such financial statements fairly present in all material respects the financial condition and results of operations of the Borrower as at the end of, and for, such Fiscal Year in accordance with GAAP; and (c) concurrently with the delivery of the financial statements pursuant to Section 6.1(a) or Section 6.1(b): (i) a certificate executed by an Authorized Officer of the Borrower certifying that such financial statements fairly present in all material respects the financial condition and results of operations of the Borrower on the dates and for the periods indicated in accordance with GAAP, subject only subject, in the case of quarterly financial statements to the absence of notes and normal year-end audit adjustments and the absence of footnotes; (c) as soon as available, and in any event no later than ninety (90) days after the end of each fiscal year of the Borrower (or, solely with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respectadjustments; and (dii) simultaneously with the delivery of each set of consolidated financial statements referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (a) and (b) of this Section 6.01 may be satisfied with respect to financial information a certificate executed by an Authorized Officer of the Borrower and the Restricted Subsidiaries by furnishing (A) the applicable financial statements of Holdings (or any direct or indirect parent thereof) or (B) certifying that to the Borrower’s Knowledge no default or Holdings’ (event of default under any Senior Secured Debt Instrument exists as of the date of such certificate or, if any default or event of default under any direct or indirect parent thereof)Senior Secured Debt Instrument exists, as applicable, Form 10-K or 10-Q, as applicable, filed with describing the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains same in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to describing what action the Borrower has taken and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) proposes to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized standing, which report and opinion shall be prepared in accordance take with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such auditrespect thereto.

Financial Statements. Deliver Furnish to the Administrative Agent, and the Administrative Agent for prompt further distribution shall deliver to each LenderLender via Intralinks or any other method reasonably acceptable to the Administrative Agent: (a) as soon as available, but in any event within ninety the earlier of (90i) 90 days after the end of each fiscal year of the Borrower beginning or (ii) five Business Days after the filing of the following financial statements with the 2006 fiscal yearSEC, a copy of the audited consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at the end of such fiscal year, year and the related audited consolidated statements of income or operationsincome, statements of stockholders’ equity and comprehensive income and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and the unqualified opinion of Deloitte & Touche LLP or any other independent registered certified public accounting firm accountants of nationally recognized 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 or any qualification or exception as to the scope of such audit;; and (b) as soon as available, but in any event within forty-five the earlier of (45i) 45 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of the BorrowerBorrower or (ii) five Business Days after the filing of the following financial statements with the SEC, a the unaudited consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at the end of such fiscal quarter, and the related (i) unaudited consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended through the end of such quarter, statement of stockholders’ equity and (ii) consolidated statements comprehensive income as at the end of such quarter and cash flows for the portion of the fiscal year then endedthrough the end of such quarter, setting forth in each case (other than the statement of stockholders’ equity and comprehensive income) in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer of the Borrower as being fairly presenting stated in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, (subject only to normal year-end audit adjustments adjustments). All such financial statements shall be complete and the absence of footnotes; (c) as soon as available, correct in all material respects and shall be prepared in reasonable detail and in any event no later than ninety (90) days after accordance with GAAP applied consistently throughout the end of each fiscal year of the Borrower (or, solely periods reflected therein and with respect to the first fiscal year immediately following the Closing Date, one hundred twenty (120) days), a detailed consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of the following fiscal year, the related consolidated statements of projected cash flow and projected income and a summary of the material underlying assumptions applicable thereto) (collectively, the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections are based on reasonable estimates, information and assumptions and that such Responsible Officer has no reason to believe that such Projections are incorrect or misleading in any material respect; and (d) simultaneously with the delivery of each set of consolidated prior periods. All financial statements and reports referred to in Sections 6.01(a) and 6.01(b) above, the related consolidating financial statements reflecting the adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements. Notwithstanding the foregoing, the obligations in paragraphs (aSection 6.1(a) and (b) shall be deemed to have been delivered upon the filing of this Section 6.01 may be satisfied with respect to such financial information of statements and reports by the Borrower through the SEC’s XXXXX system or publication by the Borrower of such financial statements and reports on its website and the Restricted Subsidiaries receipt by furnishing (A) the applicable Administrative Agent of electronic notice from the Borrower with a link to such financial statements of Holdings (or any direct or indirect parent thereof) or (B) the Borrower’s or Holdings’ (or any direct or indirect parent thereof), as applicable, Form 10-K or 10-Q, as applicable, filed with the SEC; provided that, with respect to each of clauses (A) and (B), (i) to the extent such information relates to Holdings (or a parent thereof), such information is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to Holdings (or such parent), on the one hand, and the information relating to the Borrower and the Restricted Subsidiaries on a standalone basis, on the other hand and (ii) to the extent such information is in lieu of information required to be provided under Section 6.01(a), such materials are accompanied by a report and opinion of Deloitte & Touche LLP or any other independent registered public accounting firm of nationally recognized 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 or any qualification or exception as to the scope of such auditreports.