Common use of Periodic Financial Statements and Other Documents Clause in Contracts

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company that they fairly present the financial condition of the Company and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, and (y) five (5) days after the date the Borrower is required to file with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, and (y) five (5) days after the date the Borrower is required to file with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2008, to the extent actually prepared and approved by the Borrower’s board of directors, a projection of Borrower’s consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its ------------------------------------------------- Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing delivery to the Company’s Administrative Agent of a copy of the Borrower's Form 10-Q filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing delivery to the Company’s Administrative Agent of a copy of the Borrower's Form 10-K filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2001, to the extent actually prepared and approved by the Borrower's board of directors, a projection of Borrower's consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, --------------------------------------------------- its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing delivery to the Company’s Administrative Agent of a copy of the Borrower's Form 10-Q filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing delivery to the Company’s Administrative Agent of a copy of the Borrower's Form 10-K filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2001, to the extent actually prepared and approved by the Borrower's board of directors, a projection of Borrower's consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative AgentLenders: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower and (y) five (5) days after the date the Borrower is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower and (y) five (5) days after the date the Borrower is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and and, to the extent available, setting forth consolidated comparative figures as of the end of and for the preceding fiscal yearyear for the Borrower’s accounting predecessor, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto);; and (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders unitholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company primarily responsible for the Company’s financial affairs that they fairly present the financial condition of the Company and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm (which audit shall be without a “going concern” or like qualification or exception (except for any such qualification or exception pertaining to (x) one or more debt maturities occurring within 12 months of the relevant audit or (y) a breach or anticipated breach of financial covenants) and without any qualification or exception as to the scope of such audit) and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) commencing with fiscal year 2019, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is ​ ‌ ​ ‌ ​ ​ publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivv) annually on or before April 30 of each year, two Appraisals dated as of March 31 of such other information year; provided that if at any time since the date of the most recently delivered Appraisals, the Revolving Obligations have exceeded 25% of Revolving Credit Commitments Amount for 30 consecutive days (and thereafter until 12 consecutive months have passed without Revolving Obligations exceeding 25% of aggregate Revolving Credit Commitments Amount for 30 consecutive days), and at any time when an Event of Default exists, such Appraisals must be delivered semiannually on or before April 30 and October 31 of each year, with such Appraisals dated as of March 31 and September 30, respectively, of such year; provided that, if a Default or Event of Default exists, the Borrower shall deliver such additional Appraisals as are requested by the Administrative Agent or any Lender may reasonably requestthe Required Lenders; and provided further that the Borrower may, at its option, deliver one additional set of Appraisals per year. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) and clause (v) above.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will Company shall furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, Company and its Subsidiaries and any SPVs as any Lender may reasonably requestrequest (acting through the Administrative Agent) (subject to the last paragraph of this Section 6.6(a)); and, without any requestrequest (other than in the case of clause (vii) below), will shall furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries (or, at the Company’s option, of Noble Parent Company and its Subsidiaries) as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings equity and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer a Financial Officer of the Company or Noble Parent Company, as applicable, that they fairly present in all material respects the financial condition of the Company or Noble Parent Company, as applicable, and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s or Noble Parent Company’s, as applicable, Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries (or, at the Company’s option, of Noble Parent Company and its Subsidiaries) as at the end of such fiscal year and the related consolidated statements of income and retained earnings equity and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s or Noble Parent Company’s, as applicable, Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Noble Parent Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; (iv) together with the financial statements delivered pursuant to Section 6.6(a)(i) and Section 6.6(a)(ii), a Fleet Status Certificate; (v) together with the financial statements required by Section 6.6(a)(i) and Section 6.6(a)(ii), a list of each jurisdiction (other than any jurisdiction that is a Subject Jurisdiction at such time) in which any Required Guarantor (A) is organized, incorporated or formed and/or (B) has material operations or owns any assets, but only if, in the case of any such jurisdiction referred to in subclause (A) or (B) above, (x) the fair market value (as determined in good faith by the Company) of all assets (excluding (1) Rigs, (2) intercompany claims, (3) Deposit Accounts, Securities Accounts, Commodities Accounts and other bank accounts and assets deposited in or credited to any such account, (4) spare part equipment and (5) any assets which are (I) in transit or temporarily located in such jurisdiction or (II) being transported to or from, or is in the possession of or under the control of, a bailee, warehouseman, repair station, mechanic, or similar Person, for purposes of repair, improvements, service or refurbishment in the ordinary course of business) which are owned by any Required Guarantor in such jurisdiction and reasonably capable of becoming Collateral exceeds $25,000,000 for such jurisdiction and (y) the designation of such jurisdiction as an “Additional Subject Jurisdiction” would not conflict with the Agreed Security Principles; (vi) within ninety (90) days after the beginning of each fiscal year, an annual budget for the Company and its Subsidiaries as approved by its board of directors (or other governing body) of the Company or of Noble Parent Company; and (ivvii) such other information as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequest (subject to the last paragraph of this Section 6.6(a)). The Subject to the last paragraph of this Section 6.6(a), the Administrative Agent will forward promptly to the Lenders (or the applicable requesting Lender in the case of clause (vii) above) the information provided by the Company pursuant to the foregoing clauses (i) through (ivvii). The Company hereby (i) authorizes the Administrative Agent to make the financial statements to be provided under Sections 6.6(a)(i) and (ii) above, along with the Credit Documents, available to Public-Xxxxxx (subject to Section 11.16, to the extent applicable) and (ii) agrees that at the time such financial statements are provided hereunder, they shall already have been, or are concurrently, publicly filed or made available to holders of any SEC registered or unregistered, publicly traded securities outstanding of the Company and Noble Parent Company.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and Parent Guarantor will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Noble Parent Company, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Noble Parent Company, the consolidated balance sheet of the Noble Parent Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief officer or director of Noble Parent Company primarily responsible for Noble Parent Company’s financial officer of the Company affairs that they fairly present the financial condition of the Noble Parent Company and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Noble Parent Company’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Noble Parent Company, the consolidated balance sheet of the Noble Parent Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Noble Parent Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Noble Parent Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; (iv) on or before each of June 30 and December 31 of each fiscal year of Noble Parent Company, (x) an updated fleet status report by posting such report to Noble Parent Company’s website or (y) a Fleet Status Certificate; (v) on or before (x) June 30 of any fiscal year, an updated financial forecast for Noble Parent Company and its Subsidiaries for the 18-month period beginning on June 30 of such fiscal year and (y) December 31 of any fiscal year, an updated financial forecast for Noble Parent Company and its Subsidiaries for the 12-month period beginning on December 31 of such fiscal year; and (ivvi) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company pursuant to (i) through (ivvi) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Loan Parties, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Loan Parties, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2013, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower or, after the Redomestication Effective Date, Holdings, that they fairly present the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2008, to the extent actually prepared and approved by the Borrower’s or, after the Redomestication Effective Date, Holdings’, board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower or, after the Redomestication Effective Date, Holdings, sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower or, after the Redomestication Effective Date, Holdings, that they fairly present the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2008, to the extent actually prepared and approved by the Borrower’s or, after the Redomestication Effective Date, Holdings’, board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower or, after the Redomestication Effective Date, Holdings, sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subsection, subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2015, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivv) such other information as within a reasonable period of time after request by the Administrative Agent or any Lender may reasonably requestwhen such information is not then publicly available, schedules describing in reasonable detail on a fiscal quarter-end basis all Indebtedness, and all Liens securing such Indebtedness, of the Members of the TP LLC Group and the Caledonia Group, in each case including intercompany Indebtedness and Liens in favor of other Members of the Consolidated Group; provided, that (x) such schedules with respect to the Members of the Caledonia Group shall only be required to be furnished to the Administrative Agent so long as such Members are Members of the Consolidated Group and Caledonia has not completed an initial public offering of its equity securities, and (y) such schedules with respect to the Members of the TP LLC Group shall only be required to be furnished to the Administrative Agent so long as such Members are Members of the Consolidated Group and the TP LLC IPO shall not have occurred. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) and clause (v) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present in all material respects the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) after the BVI Guaranty becomes effective, within sixty (60) days after the end of June 30th of each year, (1) the consolidated balance sheet of BVI and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail and certified by a director or officer of BVI that they fairly present in all material respects the financial condition of BVI and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC, and (2) a listing of all Indebtedness owed, as at the end of such fiscal quarter, by BVI or any of its Subsidiaries to the Borrower or any of its Subsidiaries, certified by a director or officer of BVI; (iv) after the BVI Guaranty becomes effective, within one hundred twenty (120) days after the end of each fiscal year of BVI, (1) the consolidated balance sheet of BVI and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year, all of which shall be in reasonable detail and certified by a director or officer of BVI that they fairly present in all material respects the financial condition of BVI and its Subsidiaries as of end of such fiscal year and the results of their operations and changes in their cash flows for such fiscal year and that they have been prepared in accordance with GAAP, and (2) a listing of all Indebtedness owed, as at the end of such fiscal year, by BVI or any of its Subsidiaries to the Borrower or any of its Subsidiaries, certified by a director or officer of BVI; (v) [reserved]; (vi) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivvii) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (ivvi) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end year‑end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm (which audit shall be without a “going concern” or like qualification or exception (except for any such qualification or exception pertaining to (x) one or more debt maturities occurring within 12 months of the relevant audit or (y) a breach or anticipated breach of financial covenants) and without any qualification or exception as to the scope of such audit) and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) commencing with fiscal year 2019, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivv) annually on or before April 30 of each year, two Appraisals dated as of March 31 of such other information year; provided that if at any time since the date of the most recently delivered Appraisals, the Revolving Obligations have exceeded 25% of Revolving Credit Commitments Amount for 30 consecutive days (and thereafter until 12 consecutive months have passed without Revolving Obligations exceeding 25% of aggregate Revolving Credit Commitments Amount for 30 consecutive days), and at any time when an Event of Default exists, such Appraisals must be delivered semiannually on or before April 30 and October 31 of each year, with such Appraisals dated as of March 31 and September 30, respectively, of such year; provided that, if a Default or Event of Default exists, the Borrower shall deliver such additional Appraisals as are requested by the Administrative Agent or any Lender may reasonably requestthe Required Lenders; and provided further that the Borrower may, at its option, deliver one additional set of Appraisals per year. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) and clause (v) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2012, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each the second fiscal quarter of the first three (3) Borrower’s 2007 fiscal quarters of each fiscal year of the Companyyear, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)[Reserved]; (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) to the extent actually prepared and approved by the Borrower’s board of directors and delivered or required to be delivered to any Other Debt Holder, a projection of the Borrower’s consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2004, to the extent actually prepared and approved by the Borrower’s board of directors, a projection of Borrower’s consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries the other Members of the Consolidated Group, and any SPVs as any Lender may reasonably request; and, without any request, the Borrower will furnish or cause to be furnished to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower or, after the Redomestication Effective Date, Holdings, that they fairly present the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower or, after the Redomestication Effective Date, Holdings, and (y) five (5) days after the date the Borrower or, after the Redomestication Effective Date, Holdings, is required to file with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s or, after the Redomestication Effective Date, Holdings’, Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2009, to the extent actually prepared and approved by the Borrower’s or, after the Redomestication Effective Date, Holdings’, board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower or, after the Redomestication Effective Date, Holdings, sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and Company will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, Company and its Subsidiaries and any SPVs as any Lender may reasonably requestrequest (acting through the Administrative Agent) (subject to the last paragraph of this Section 6.6(a)); and, without any requestrequest (other than in the case of clause (viii) below), will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, commencing with the first fiscal quarter ending after the Effective Date, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the [Senior Secured Revolving Credit Agreement] portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer a Financial Officer of the Company that they fairly present in all material respects the financial condition of the Company and its Subsidiaries as of the dates indicated dates, and the results of their operations and changes in their cash flows for the periods periods, indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one one-hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal yearyear (commencing with the fiscal year ending 2024 in respect of comparative figures), audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company sends to its stockholders shareholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; (iv) (A) on or before the fifth (5th) Business Day following the earlier of (x) the delivery of the financial statements under Section 6.6(a)(i) and Section 6.6(a)(ii) and (y) the date the financial statements are required to be delivered pursuant to Section 6.6(a)(i) and Section 6.6(a)(ii), a Fleet Status Certificate (and the requirement of this clause (A) shall be deemed satisfied on the date such information has been posted the Company’s website or on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); and (B) interim notices of any of the following changes with respect to the fleet status of any owned Collateral Rig reported in the most recently furnished Fleet Status Certificate (to the extent such change would be of the type customarily reported in a periodic update of a published fleet status report posted to the Company’s website): (1) a change to the flag or vessel and/or ship registry of such Collateral Rig (including changes permitted by Section 7.12) or (2) a Disposition of, or material Event of Loss with respect to, such Collateral Rig; (v) [reserved]; (vi) within ninety (90) days after the beginning of each fiscal year, an annual budget for the Company and its Subsidiaries as approved by its board of directors [Senior Secured Revolving Credit Agreement] (or other governing body) of the Company, which shall include projections for such year on a quarterly basis; and (ivvii) such other information as the Administrative Agent or any Lender (through the Administrative Agent) may reasonably requestrequest (subject to the last paragraph of this Section 6.6(a)). The Subject to the last paragraph of this Section 6.6(a), the Administrative Agent will forward promptly to the Lenders (or the applicable requesting Lender in the case of clause (viii) above) the information provided by the Company pursuant to the foregoing clauses (i) through (ivviii). The Company hereby (i) authorizes the Administrative Agent to make the financial statements to be provided under Sections 6.6(a)(i) and (ii) above, along with the Credit Documents, available to Public-Xxxxxx (subject to Section 11.16, to the extent applicable) and (ii) agrees that at the time such financial statements are provided hereunder, they shall already have been, or are concurrently, publicly filed or made available to holders of any SEC registered or unregistered, publicly traded securities outstanding of the Company.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will Borrower shall furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, Company and its Subsidiaries and any SPVs as any Lender may reasonably requestrequest (acting through the Administrative Agent) (subject to the last paragraph of this Section 6.6(a)); and, without any requestrequest (other than in the case of clause (vii) below), will shall furnish to the Administrative Agent: (i) within sixty seventy (6070) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings equity and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer a Financial Officer of the Company that they fairly present in all material respects the financial condition of the Company and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Form 10-Q or 6-K, as applicable, with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings equity and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K or 20-F, as applicable, with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to any applicable requirement to provide the information described in Section 6.6(b) 6.6(b)(i), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority Governmental Authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; (iv) together with the financial statements delivered pursuant to Section 6.6(a)(i) and Section 6.6(a)(ii), a Fleet Status Certificate; (v) together with the financial statements required by Section 6.6(a)(i) and Section 6.6(a)(ii), a list of each jurisdiction (other than any jurisdiction that is a Subject Jurisdiction at such time) in which any Required Guarantor (A) is organized, incorporated or formed and/or (B) has material operations or owns any assets, but only if, in the case of any such jurisdiction referred to in subclause (A) or (B) above, (x) the fair market value (as determined in good faith by the Borrower) of all assets (excluding (1) Rigs, (2) intercompany claims, (3) Deposit Accounts, Securities Accounts, Commodities Accounts and other bank accounts and assets deposited in or credited to any such account, (4) spare part equipment and (5) any assets which are (I) in transit or temporarily located in such jurisdiction or (II) being transported to or from, or is in the possession of or under the control of, a bailee, warehouseman, repair station, mechanic, or similar Person, for purposes of repair, improvements, service or refurbishment in the ordinary course of business) which are owned by any Required Guarantor in such jurisdiction and reasonably capable of becoming Collateral exceeds $15,000,000 for such jurisdiction and (y) the designation of such jurisdiction as an “Additional Subject Jurisdiction” would not conflict with the Agreed Security Principles; (vi) within ninety (90) days after the beginning of each fiscal year, (A) an annual budget for the Company and its Subsidiaries and (B) revenue, cost and other similar information with respect to the Rigs owned by any Unrestricted Subsidiaries (bifurcated by Rigs), in each case, as approved by its board of directors (or other governing body) of the Company; and (ivvii) such other information as the Administrative Agent, the Common Security Agent or any Lender (through the Administrative Agent) may reasonably requestrequest (subject to the last paragraph of this Section 6.6(a)). The Subject to the last paragraph of this Section 6.6(a), the Administrative Agent will forward promptly to the Lenders (or the applicable requesting Lender in the case of clause (vii) above) the information provided by the Company Borrower pursuant to the foregoing clauses (i) through (ivvii). The Company hereby (i) authorizes the Administrative Agent to make the financial statements to be provided under Sections 6.6(a)(i) and (ii) above, along with the Credit Documents, available to Public-Xxxxxx (subject to Section 11.16, to the extent applicable) and (ii) agrees that at the time such financial statements are provided hereunder, they shall already have been, or are concurrently, publicly filed or made available to holders of any SEC registered or unregistered, publicly traded securities outstanding of the Company.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present in all material respects the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2006, to the extent actually prepared and approved by the Borrower’s board of directors, a projection of Borrower’s consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm (which audit shall be without a “going concern” or like qualification or exception (except for any such qualification or ​ ‌ ​ ‌ ​ ​ exception pertaining to (x) one or more debt maturities occurring within 12 months of the relevant audit or (y) a breach or anticipated breach of financial covenants) and without any qualification or exception as to the scope of such audit) and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) commencing with fiscal year 2019, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivv) annually on or before April 30 of each year, two Appraisals dated as of March 31 of such other information year; provided that if at any time since the date of the most recently delivered Appraisals, the Revolving Obligations have exceeded 25% of Revolving Credit Commitments Amount for 30 consecutive days (and thereafter until 12 consecutive months have passed without Revolving Obligations exceeding 25% of aggregate Revolving Credit Commitments Amount for 30 consecutive days), and at any time when an Event of Default exists, such Appraisals must be delivered semiannually on or before April 30 and October 31 of each year, with such Appraisals dated as of March 31 and September 30, respectively, of such year; provided that, if a Default or Event of Default exists, the Borrower shall deliver such additional Appraisals as are requested by the Administrative Agent or any Lender may reasonably requestthe Required Lenders; and provided further that the Borrower may, at its option, deliver one additional set of Appraisals per year. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) and clause (v) above.

Periodic Financial Statements and Other Documents. The Company, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the Company, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company that they fairly present the financial condition of the Company and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within one hundred twenty (120) days after the end of each fiscal year of the Company, the consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2012, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, and (y) five (5) days after the date the Borrower is required to file with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the CompanyBorrower’s Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, and (y) five (5) days after the date the Borrower is required to file with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the CompanyBorrower’s Form 10-K with the SEC in any event will satisfy the requirements of this subsection subsection, subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2008, to the extent actually prepared and approved by the Borrower’s board of directors, a projection of Borrower’s consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subsection, subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group, and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries Holdings, the other Members of the Consolidated Group and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within not later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-Q with respect to each of such fiscal quarters, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Holdings, that they fairly present in all material respects the financial condition of the Company and its Subsidiaries Consolidated Group as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Holdings’ Form 10-Q with the SEC in any event will satisfy the requirements of this subsection clause (i), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (ii) within not later than the earlier of (x) one hundred twenty (120) days after the end of each fiscal year of Holdings and (y) five (5) days after the Companydate Holdings is required to file (taking into account any extensions of time contemplated by Rule 12b-25 under the Securities Exchange Act of 1934, as amended) with the SEC its report on Form 10-K with respect to such fiscal year, the consolidated balance sheet of the Company and its Subsidiaries Consolidated Group as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm (which audit shall be without a “going concern” or like qualification or exception (except for any such qualification or exception pertaining to (x) one or more debt maturities occurring within 12 months of the relevant audit or (y) a breach or anticipated breach of financial covenants) and without any qualification or exception as to the scope of such audit) and in the form filed with the SEC (publicly filing the Company’s Holdings’ Form 10-K with the SEC in any event will satisfy the requirements of this subsection clause (ii), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto); (iii) commencing with fiscal year 2019, to the extent actually prepared and approved by Holdings’ board of directors, a projection of the Consolidated Group’s consolidated balance sheet and consolidated income, retained earnings and cash flows for the current fiscal year showing such projected budget for each fiscal quarter ending during such year; (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Holdings sends to its ​ 79 ‌ ​ ​ ​ ​ ‌ ​ ​ stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection clause (iv), subject to Section 6.6(b) ), and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (ivv) annually on or before April 30 of each year, two Appraisals dated as of March 31 of such other information year; provided that if at any time since the date of the most recently delivered Appraisals, the Revolving Obligations have exceeded 25% of Revolving Credit Commitments Amount for 30 consecutive days (and thereafter until 12 consecutive months have passed without Revolving Obligations exceeding 25% of aggregate Revolving Credit Commitments Amount for 30 consecutive days), and at any time when an Event of Default exists, such Appraisals must be delivered semiannually on or before April 30 and October 31 of each year, with such Appraisals dated as of March 31 and September 30, respectively, of such year; provided that, if a Default or Event of Default exists, the Borrower shall deliver such additional Appraisals as are requested by the Administrative Agent or any Lender may reasonably requestthe Required Lenders; and provided further that the Borrower may, at its option, deliver one additional set of Appraisals per year. The Administrative Agent will forward promptly to the Lenders the information provided by to the Company Administrative Agent pursuant to clauses (i) through (iviii) and clause (v) above.

Periodic Financial Statements and Other Documents. The CompanyBorrower, its ------------------------------------------------- Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Syndication Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing delivery to the Company’s Syndication Agent of a copy of the Borrower's Form 10-Q filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing delivery to the Company’s Syndication Agent of a copy of the Borrower's Form 10-K filed with the SEC (without exhibits) in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto)); (iii) commencing with fiscal year 2001, to the extent actually prepared and approved by the Borrower's board of directors, a projection of Borrower's consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Syndication Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.

Periodic Financial Statements and Other Documents. The Company------------------------------------------------------ Borrower, its Subsidiaries and any SPVs will maintain a system of accounting in such manner as will enable preparation of financial statements in accordance with GAAP and will furnish to the Lenders and their respective authorized representatives such information about the business and financial condition of the CompanyBorrower, its Subsidiaries and any SPVs as any Lender may reasonably request; and, without any request, will furnish to the Administrative Agent: (i) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal quarter and the related consolidated statements of income and retained earnings and of cash flows for such fiscal quarter and for the portion of the fiscal year ended with the last day of such fiscal quarter, all of which shall be in reasonable detail or in the form filed with the SEC, and certified by the chief financial officer of the Company Borrower that they fairly present the financial condition of the Company Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated and that they have been prepared in accordance with GAAP, in each case, subject to normal year-end audit adjustments and the omission of any footnotes as permitted by the SEC (publicly filing the Company’s Borrower's Form 10-Q with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm http://www.sec.gov/edgar/searchedgar/webusers.htm or such successor webpage of sxxxxxxxx xxxxxxx xx the SEC thereto)); (ii) within one hundred twenty (120) days after the end of each fiscal year of the CompanyBorrower, the consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such fiscal year and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year and setting forth consolidated comparative figures as of the end of and for the preceding fiscal year, audited by an independent nationally-recognized accounting firm and in the form filed with the SEC (publicly filing the Company’s Borrower's Form 10-K with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm http://www.sec.gov/edgar/searchedgar/webusers.htm or such successor webpage of sxxxxxxxx xxxxxxx xx the SEC thereto)); (iii) commencing with fiscal year 2004, to the extent actually prepared and approved by the Borrower's board of directors, a projection of Borrower's consolidated balance sheet and consolidated income, retained earnings and cash flows for its current fiscal year showing such projected budget for each fiscal quarter of the Borrower ending during such year; and (iv) within ten (10) days after the sending or filing thereof, copies of all financial statements, projections, documents and other communications that the Company Borrower sends to its stockholders generally or publicly files with the SEC or any similar governmental authority (and is publicly available); provided that publicly filing such documents with the SEC in any event will satisfy the requirements of this subsection subject to Section 6.6(b) and shall be deemed furnished and delivered on the date such information has been posted on the SEC website accessible through xxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm http://www.sec.gov/edgar/searchedgar/webusers.htm or such successor webpage of sxxxxxxxx xxxxxxx xx the SEC thereto; and (iv) such other information as the Administrative Agent or any Lender may reasonably request. The Administrative Agent will forward promptly to the Lenders the information provided by the Company Borrower pursuant to (i) through (iv) above.