Common use of Provision of Financial Information Clause in Contracts

Provision of Financial Information. Whether or not required by the Commission so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, the Parent shall will furnish to the Holders of Notes, and make available on a public websiteHolders, or file electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing by the Parent with the Commission on Forms 10-Q and 10-K if Delaware the Parent were required to file such Forms, including a “Management’s discussion and analysis of financial condition and results of operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Parent’s certified independent accountants; and (2) all current reports that would be required to be filed by the Parent with the Commission on Form 8-K if the Parent were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, the Parent will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, the Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect has agreed that, for so long as any Notes remain outstanding, it will furnish to the Holders of such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between Notes and to prospective investors, upon their request, the information relating required to such parent, on the one hand, and the information relating be delivered pursuant to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of Rule 144A(d)(4) under the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results Delivery of Delaware with holders of the Notessuch reports, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating information and documents to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its Subsidiaries(including for covenants hereunder (as to which the avoidance of doubt, the conference call of the Company contemplated by Section 4.3Trustee is entitled to rely exclusively on Officers’ Certificates). The conference call will not be later Trustee shall have no responsibility or liability for the filing, content or timeliness of any such report, information or document other than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders report of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callTrustee specifically required hereunder.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent the Company shall furnish to the Holders of Notes, Notes and make available on a public website, or file electronically with the Commission through the Commission’s IDEA System (f/k/a/ a XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, : (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, to the event that extent not satisfied by the foregoing the Company and the Guarantors will for so long as any direct or indirect parent company of Delaware becomes a guarantor of Restricted Notes remain outstanding furnish to the Master LeaseHolders and to prospective investors, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between upon their request, the information relating required to such parent, on be delivered pursuant to Rule 144A(d)(4) under the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other handSecurities Act. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC Commission of the exchange offer Exchange Offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities Act. Parent The Company will also hold a quarterly conference call to discuss the financial results of Delaware the Company with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including Subsidiaries (including, for the avoidance of doubt, as part of the conference call of the Company contemplated by Section 4.312.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent the Company shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstandingoutstanding (unless defeased in a legal defeasance), Parent shall the Company will have Ryerson’s annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Trustee and Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, Notes all quarterly and annual financial statements of Delaware in the form included in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware Ryerson were required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountantsaccountant; provided, however, that such information and such reports shall not be required to comply with any segment reporting requirements (whether pursuant to GAAP or Regulation S-X) in greater detail than is provided in the Offering Memorandum. Any reports on Form 10-Q shall be provided within 45 days after the end of each of the first three fiscal quarters and annual reports on Form 10-K shall be provided within 90 days after the end of each fiscal year. To the extent that the Company does not file such information with the Commission, the Company will distribute such information and such reports (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Notes, (b) to any beneficial owner of the Notes, who provides its email address to the Company and certifies that it is a beneficial owner of Notes, (c) to any prospective investor who provides its email address to the Company and certifies that it is a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who provides their email address to the Company and certifies that they are a securities analyst. Unless the Company is subject to the reporting requirements of the Exchange Act, the Company will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than five Business Days from the time that the Company distributes the financial information as set forth above. If Ryerson has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. The Company has agreed that, for so long as any of the Notes remain outstanding, it will furnish to the Holders of the Notes and to any prospective investor that certifies that it is a Qualified Institutional Buyer, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) of the Securities Act. Following the consummation of the Exchange Offer (as defined in the Registration Rights Agreement), whether or not required by the Commission, the Company will file a copy of all of the information and reports that would be required by the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. In addition, the Company and the Guarantors will, for so long as any Notes remain outstanding, furnish to the Trustee and to Holders and to securities analysts and prospective investors, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. In the event that any direct or indirect parent company of Delaware the Company becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent the Company may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to the Company by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than Ryerson and its Subsidiaries, on the one hand, and the information relating to Delaware the Issuers, the Guarantors, if any, and its Restricted the other Subsidiaries of Ryerson on a standalone basis, on the other hand. Notwithstanding the foregoing, the Company will be deemed to have furnished such reports referred to above to the Trustee and the Holders if it or any direct or indirect parent of the Company has filed such reports with the Commission via the XXXXX filing system and such reports are publicly available. In addition, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement (as defined in the Registration Rights Agreement) by the filing with the SEC Commission of the exchange offer registration statement or shelf registration statementExchange Offer Registration Statement (as defined in the Registration Rights Agreement) and/or Shelf Registration Statement in accordance with the provisions of the Registration Rights Agreement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities ActAct and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in the first paragraph of this Section 4.3. Parent To the extent any such information is not so filed or posted, as applicable, within the time periods specified above and such information is subsequently filed or posted, as applicable, the Issuers will also hold a quarterly conference call be deemed to discuss have satisfied their obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the financial results of Delaware with holders rights of the Notes, beginning with a discussion Holders under Article VI if Holders of at least 25% in principal amount of the quarter ending October 31then total outstanding Notes have declared the principal, 2009. Such conference call may premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be part of due and payable immediately and such declaration shall not have been rescinded or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days cancelled prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callcure.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent the Company shall furnish to the Holders of Notes, Notes and make available on a public website, or file electronically with the Commission through the Commission’s IDEA System (f/k/a/ a XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, : (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, to the event that extent not satisfied by the foregoing the Company and the Guarantors will for so long as any direct or indirect parent company of Delaware becomes a guarantor of Restricted Notes remain outstanding furnish to the Master LeaseHolders and to prospective investors, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between upon their request, the information relating required to such parent, on be delivered pursuant to Rule 144A(d)(4) under the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other handSecurities Act. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC Commission of the exchange offer Exchange Offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities Act. Parent The Company will also hold a quarterly conference call to discuss the financial results of Delaware the Company with holders of the Notes, beginning with a discussion of the fiscal quarter ending October 31January 30, 20092010. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including Subsidiaries (including, for the avoidance of doubt, as part of the conference call of the Company contemplated by Section 4.312.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent the Company shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstandingoutstanding (unless defeased in a legal defeasance), Parent shall the Company will have Ryerson’s annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Trustee and the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, Notes all quarterly and annual financial statements of Delaware in the form included in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware Ryerson were required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; provided, however, that such information and such reports shall not be required to comply with any segment reporting requirements (whether pursuant to GAAP or Regulation S-X) in greater detail than is provided in the Offering Memorandum. Any reports on Form 10-Q shall be provided within 45 days after the end of each of the first three fiscal quarters and annual reports on Form 10-K shall be provided within 90 days after the end of each fiscal year. To the extent that the Company does not file such information with the Commission, the Company will distribute such information and such reports (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Notes, (b) to any beneficial owner of the Notes who provides their email address to the Company and certifies that they are a beneficial owner of Notes, (c) to any prospective investor who provides their email address to the Company and certifies that they are a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who provides their email address to the Company and certifies that they are a securities analyst. Unless the Company is subject to the reporting requirements of the Exchange Act, the Company will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than five Business Days from the time that the Company distributes the financial information as set forth above. If Ryerson has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. The Company has agreed that, for so long as any of the Notes remain outstanding, it will furnish to the Holders of the Notes and to any prospective investor that certifies that it is a Qualified Institutional Buyer, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) of the Securities Act. Following the consummation of the Exchange Offer (as defined in the Registration Rights Agreement), whether or not required by the Commission, the Company will file a copy of all of the information and reports that would be required by the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. In addition, the Company and the Guarantors will, for so long as any Notes remain outstanding, furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. In the event that any direct or indirect parent company of Delaware the Company becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent the Company may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to the Company by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than Ryerson and its Subsidiaries, on the one hand, and the information relating to Delaware the Issuers, the Guarantors, if any, and its Restricted the other Subsidiaries of Ryerson on a standalone basis, on the other hand. Notwithstanding the foregoing, the Company will be deemed to have furnished such reports referred to above to the Trustee and Holders if it or any direct or indirect parent of the Company has filed such reports with the Commission via the XXXXX filing system and such reports are publicly available. In addition, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement (as defined in the Registration Rights Agreement) by the filing with the SEC Commission of the exchange offer registration statement or shelf registration statementExchange Offer Registration Statement (as defined in the Registration Rights Agreement) and/or Shelf Registration Statement in accordance with the provisions of the Registration Rights Agreement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities ActAct and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in the first paragraph of this Section 4.3. Parent To the extent any such information is not so filed or posted, as applicable, within the time periods specified above and such information is subsequently filed or posted, as applicable, the Issuers will also hold a quarterly conference call be deemed to discuss have satisfied their obligations with respect thereto at such time and any Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the financial results of Delaware with holders rights of the Notes, beginning with a discussion Holders pursuant to Article VI if Holders of at least 25% in principal amount of the quarter ending October 31then total outstanding Notes have declared the principal, 2009premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. Such conference call may be part Delivery of or separate from any conference call relating such reports, information and documents, as stated above, to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officers’ Certificates).

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent Holdings shall furnish to the Holders of Notes, and make available on a public website, or file electronically with the Commission through the Commission’s IDEA XXXXX System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware Holdings were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s Holdings’ certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if Holdings were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, Holdings will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, Parent may satisfy its obligations Holdings, the Issuer and the Subsidiary Guarantors have agreed that, for so long as any Notes remain outstanding, they will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under this Section 12.3 the Securities Act. If Holdings or the Issuer has designated any Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by furnishing the preceding paragraphs shall include a reasonably detailed presentation, either on the face of the financial statements with respect to such parent; provided that or in the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfootnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the information relating to Delaware financial condition and results of operations of Holdings and its Restricted Subsidiaries on a standalone basis, on separate from the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement financial condition and results of operations of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callUnrestricted Subsidiaries.

Provision of Financial Information. (a) Whether or not required by the Commission SEC, so long as any Notes are outstanding, Parent shall Holdings will furnish to the Holders of Notes, Trustee and make available on a public website, or file with to the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system)Holders, within the time periods specified in the CommissionSEC’s rules and regulations for non-including any extension periods available under such rules and regulations and excluding any requirement and time periods applicable to “accelerated filers” (as defined in Rule 12b-2 under the Exchange Act) under such rules and regulations, and make available to securities analysts and potential investors upon request: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware Holdings were required to file such Forms, including a “Narrative Analysis of Results of Operations” or “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as applicable, and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s Holdings’ certified independent accountants. In ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if Holdings were required to file such reports; provided, however, that (i) in no event shall such reports be required to comply with Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X promulgated by the SEC (except that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing summary financial statements information with respect to Non-Guarantor Subsidiaries of the type and scope included in the Offering Memorandum will be required), (ii) in no event shall such parent; provided reports be required to comply with Regulation G promulgated by the SEC or Item 10(e) of Regulation S-K promulgated by the SEC with respect to any non-GAAP financial measures contained therein, (iii) no such reports referenced under clause (2) above (other than reports referenced in clause (v) below) shall be required to be furnished if Holdings determines in its good faith judgment that such event is not material to the same is accompanied by consolidating information that explains in reasonable detail Holders or the differences between the information relating to such parentbusiness, on the one handassets, and the information relating to Delaware operations or financial position of Holdings and its Restricted Subsidiaries, taken as a whole, (iv) in no event shall such reports be required to include any information that is not otherwise similar to information currently included in the Offering Memorandum, other than with respect to reports provided under clause (2) above and (v) in no event shall reports referenced in clause (2) above be required to include as an exhibits copies of any agreements, financial statements or other items that would be required to be filed as exhibits to a current report on Form 8-K except for (x) agreements evidencing material Indebtedness and (y) historical and pro forma financial statements to the extent reasonably available and, in any case with respect to pro forma financial statements, to include only pro forma total assets, total debt, senior secured debt, revenues, operating income and capital expenditures in lieu thereof. (b) If Holdings has designated as an Unrestricted Subsidiary any of its Subsidiaries on that would, individually or in the aggregate, constitute a standalone basisSignificant Subsidiary, then the quarterly and annual financial information required by the Section 4.3(a) will include a reasonably detailed presentation, either on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement face of the Exchange Offer financial statements or in the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement footnotes or shelf registration statement, and any amendments schedules thereto, or in accordance with the requirements Narrative Analysis of Form X-00, X-0 Results of Operations or S-3Management’s Discussion and Analysis of Financial Condition and Results of Operations, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent financial condition and results of operations of Holdings and the Restricted Subsidiaries separate from the financial condition and results of operations of any such Unrestricted Subsidiaries of Holdings. (c) So long as any Notes are outstanding, the Issuers will also also: (1) not later than five Business Days after filing or furnishing a copy of each of the reports referred to in Section 4.3(a)(1) with the SEC or the Trustee, hold a quarterly conference call to discuss the financial results of Delaware operations for the relevant reporting period, with holders the opportunity to ask questions of management (the Notes, beginning with a discussion Issuers may satisfy the requirements of this Section 4.3(c)(1) by holding the quarter ending October 31, 2009. Such required conference call may be within the time period required by this Section 4.3(c)(1) as part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference earnings call of the Company contemplated by Section 4.3Issuers). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall ; and (2) issue a press release to an internationally recognized wire service no fewer than three Business Days prior to the appropriate wire services date of the conference call required to be held in accordance with Section 4.3(c)(1), announcing the time, time and date and access details of such conference callcall and either including all information necessary to access the call or directing Holders, prospective investors, broker-dealers and securities analysts to contact the appropriate person at the Issuers to contact the appropriate person at the Issuers to obtain such information. (d) The Issuers will be (i) deemed to have furnished such reports to the Holders if they maintain a customary website (such as Intralinks) on which the reports required by this Section 4.3 are posted along with details regarding the times and dates of conference calls required above and information on how to access such conference calls (provided that the Holders are given prior written notice of such practice before the first posting thereof) or (ii) deemed to have furnished such reports to the Trustee and the Holders if they file such reports electronically with the SEC through the SEC’s Electronic Data Gathering, Analysis and Retrieval System (or any successor system) (“EXXXX”) (and, in the case of the Trustee, notice will have been provided to the Trustee of such filing). (e) For so long as any Notes remain outstanding and are not freely transferable, Holdings will furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (f) Any Default or Event of Default arising from a failure to furnish on a timely basis any financial information required by this Section 4.3 will be deemed cured (and Holdings will be deemed to be in compliance with this Section 4.3) upon furnishing such financial information (but without regard for the date on which such information is furnished; provided that such cure occurs prior to an acceleration of the Notes, with any such acceleration not annulled, rescinded or waived by such cure). (g) Delivery of such reports and information described in this Section 4.3 to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive or actual notice of any information contained therein or determinable from the information contained therein, including Holdings’, the Issuers’ or the Subsidiary Guarantors’ compliance with any covenants under this Indenture (as to which the Trustee is entitled to rely on an Officer’s Certificate). The Trustee shall not be obliged to monitor or confirm, on a continuing basis or otherwise, the Issuers’ compliance with their covenants hereunder or with respect to any reports or other documents filed with the SEC or EXXXX or any website under this Indenture, or participate in any conference calls.

Provision of Financial Information. Whether or not required by the Commission SEC, so long as any Notes are outstanding, Parent shall the Company will furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s SEC's rules and regulations for non-accelerated filers, reporting companies under Section 13 or 15(d) of the Exchange Act: (1) all annual and quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-10 K and 10 Q and 10-K if Delaware the Company were required to file such Forms, including a "Management's Discussion and Analysis of Financial Condition and Results of Operations" and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified the Company's independent public accountants. In the event ; and (2) all current reports that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect would be required to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing filed with the SEC on Form 8 K if the Company were required to file such reports. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by the preceding paragraph shall include or be accompanied by a reasonably detailed presentation of the exchange offer registration statement financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. In addition, whether or shelf registration statementnot required by the SEC, the Company shall file a copy of all of the information and any amendments thereto, reports referred to in accordance the second preceding paragraph with the requirements of Form X-00SEC for public availability (unless the SEC will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. The Company shall also furnish to Holders, X-0 or S-3, securities analysts and prospective investors upon request the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as applicable, with such financial statements that satisfy Regulation S-X of the Notes are not freely transferable under the Securities Act. Parent will The Company shall also hold a quarterly conference call to discuss comply with the financial results other provisions of Delaware with holders Section 314(a) of the Notes, beginning with a discussion Trust Indenture Act of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call1939.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file if not filed electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), the Company will furnish to the holders of Notes, within the time periods (provided that such time periods shall be extended by 30 days for each period through and including the first Form 10-K following the Issue Date) specified in the Commission’s rules and regulations for non-a filer that is not an “accelerated filers, filer”: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. At any time that any Unrestricted Subsidiary has consolidated total assets of greater than 1.0% of Consolidated Total Assets or that any group of Unrestricted Subsidiaries of the Company collectively has consolidated total assets greater than 5.0% of the Consolidated Total Assets, then the quarterly and annual financial information required by clause (1) of the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section, of the financial condition and results of operations of the Company and its Restricted Subsidiaries, taken as a whole, separate from the financial condition and results of operations of all Unrestricted Subsidiaries of the Company, taken as a whole. The Company shall (i) make its Chief Executive Officer, Chief Financial Officer and a representative from the Sponsors available to participate in quarterly conference calls to discuss results of operations for financial reporting periods ending after the Issue Date with Holders, and (ii) provide Holders, (A) within 90 days after the commencement of each fiscal year, a consolidated budget for such fiscal year, together with management’s discussion and analysis pertaining to such budget, and, (B) within 40 days after the end of each fiscal month, internally prepared monthly operating financial reports for the Company and its Subsidiaries. In addition, whether or not required by the event Commission, after the consummation of the Exchange Offer or the effectiveness of the Shelf Registration Statement, the Company will file a copy of all of the information and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) for a filer that is not an “accelerated filer” (as defined in such rules and regulations) and make such information available to securities analysts and prospective investors upon request. In addition, the Company has agreed that, for so long as any Notes remain outstanding, it will furnish to the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. No fewer than three Business Days prior to the date of any conference call held in accordance with the preceding paragraph, the Company shall issue a press release to the appropriate internationally recognized wire services announcing the time and date of such conference call and directing Holders and prospective investors to contact the investor relations office of the Company to obtain access to such conference call. The Company shall either maintain a website to which Holders and prospective investors are given access and to which the information referred to in clauses (1) and (2) of the first paragraph of this covenant and conference call access details are posted or distribute via electronic mail such information and conference call details to Holders, beneficial owners of the Notes and prospective investors who request to receive such distributions. In addition, if at any time any direct or indirect parent company of Delaware becomes a guarantor Guarantor, holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Master LeaseCompany or any other direct or indirect parent of the Company (and performs the related incidental activities associated with such ownership) and complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision), Parent may satisfy its obligations under the reports, information and other documents required to be filed and furnished to holders of the Notes pursuant to this Section 12.3 covenant may, at the option of the Company, be filed by furnishing financial statements with respect to and be those of such parent; provided that parent rather than the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other handCompany. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC Commission of the an exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss Act within the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes time periods and in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callother provisions described thereunder.

Provision of Financial Information. (a) Whether or not required the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the SEC, to the extent permitted by the Commission so long as any Notes are outstandingExchange Act, Parent shall furnish and deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten business days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) So long as any Notes remain outstanding the Company and the Guarantors shall furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding the foregoing clauses (a) through (d), for so long as the Company is a wholly owned Subsidiary of Cogent Holdco and Cogent Holdco provides a Note Guarantee, the financial statements referred to above may be the financial statements of Cogent Holdco or Subsidiary so long as reasonably detailed information is provided showing the assets, liabilities, and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of Section 4.13(a) with respect to the Holders if (a) the Company or a Subsidiary or a direct or indirect parent has filed such reports containing such information (including the information required pursuant to Section 4.13(e), which, for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will need not be later than five business days from filed with the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior SEC via XXXXX to the conference call, Parent shall issue a press release extent it is otherwise provided to Holders pursuant to this Section 4.13) with the appropriate wire services announcing SEC via the time, date and access details of such conference call.XXXXX (or successor) filing system or

Provision of Financial Information. (a) Whether or not required by the Commission so long as any Notes are outstandingCompany is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, Parent shall furnish the Company will deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including, but not limited to, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten Business Days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.12 will include a reasonably detailed presentation (which need not be audited or reviewed by the auditors), either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) So long as any Notes remain outstanding the Company and the Guarantors shall furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4). (e) Notwithstanding the foregoing clauses (a) through (d), for so long as the Company is a wholly owned Subsidiary of Cogent Holdco, the financial statements referred to above may be the financial statements of Cogent Holdco or a Subsidiary so long as reasonably detailed information (which need not be audited or reviewed by the auditors) is provided showing the assets, liabilities, and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of Section 4.13(a) with respect to the Holders if (a) the Company or a Subsidiary or a direct or indirect parent has filed such reports containing such information (including the information required pursuant to Section 4.12(e), which, for the avoidance of doubt, need not be filed with the conference call SEC via XXXXX to the extent it is otherwise provided to Holders pursuant to this Section 4.12) with the SEC via the XXXXX (or a successor) filing system or (b) the Company or such Subsidiary or such parent has made such reports available electronically (including by posting to a non-public, password-protected website as provided above) pursuant to this Section 4.12. (g) The Trustee shall have no duty to determine if any of the Company contemplated by Section 4.3filings described above have been made. Delivery of reports, information and documents to the Trustee under this Indenture is for informational purposes only and the Trustee’s receipt of the foregoing shall not constitute actual or constructive notice of any information contained therein, or determinable from information contained therein, including the Company’s compliance with any of its covenants under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The conference call will Trustee shall have no duty to review or analyze reports delivered to it. (h) Delivery of reports, information and documents to the Trustee pursuant to this Section 4.13 is for informational purposes only and the Trustee’s receipt of such shall not be later than five business days constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the date on Company’s compliance with any of its covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether or not required by the Commission rules and regulations of the Commission, so long as any Notes are outstanding, Parent shall the Company will furnish without cost to the Holders each Holder of Notes, Notes and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system)Trustee, within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, that would then be applicable to the Company: (1) all quarterly and annual financial statements of Delaware reports that would be required to be contained in a filing filed with the Commission on Forms 10-Q and 10-K if Delaware were the Company was required to file such Forms, reports; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company was required to file such reports. All such reports will be prepared in all material respects in accordance with the rules and with respect regulations applicable to the such reports. Each annual financial statements only, report on Form 10-K will include a report on the annual financial statements, a report on the annual consolidated financial statements of the Company by Delaware’s the certified independent accountantsaccountants of the Company. In the event that addition, if at any time any direct or indirect parent company of Delaware becomes a guarantor Guarantor (there being no obligation of any such parent to do so), such entity holds no material assets other than cash, cash equivalents and the Capital Interests of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the Company or any other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement direct or indirect parent of the Exchange Offer or Company (and performs the effectiveness of the Shelf Registration Statement by the filing related incidental activities associated with the SEC of the exchange offer registration statement or shelf registration statement, such ownership) and any amendments thereto, in accordance would comply with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision), the reports, information and other documents required to be furnished to Holders of the Notes pursuant to this covenant may, at the option of the Company, be furnished by and be those of such parent rather than the Company. If the Company files the documents and reports required under this Section 4.3 with the Commission and such documents and reports are publicly available on the Commission’s Electronic Data-Gathering, Analysis, and Retrieval system (or any successor system), such document or report shall be deemed delivered to each Holder of the Notes and filed with the Trustee for the purposes of this Section 4.3. In addition, so long as any Notes are outstanding, the Company will furnish to the Holders of Notes and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall the Company will furnish to the Trustee and the Holders of Notes, and make available on a public website, or file electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, the Company will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, Parent may satisfy the Company will, for so long as any Notes remain outstanding, furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. If the Company has designated any of its obligations under this Section 12.3 Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by furnishing the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements with respect to such parent; provided that or in the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfootnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the information relating to Delaware financial condition and results of operations of the Company and its Restricted Subsidiaries on a standalone basis, on separate from the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement financial condition and results of operations of the Exchange Offer or the effectiveness Unrestricted Subsidiaries of the Shelf Registration Statement by the filing with the SEC Company. Table of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.Contents

Provision of Financial Information. Whether or not required by the Commission SEC, so long as any Notes are outstanding, Parent shall the Company will furnish to the Holders of NotesTrustee, and make available on a public website, or file with the Commission through Trustee will deliver to the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), Holders within the time periods specified in the Commission’s SEC's rules and regulations for non-accelerated filers, (i) all annual and quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q K and 10-K Q if Delaware the Company were required to file such Formsforms, including a "Management's Discussion and Analysis of Financial Condition and Results of Operations" and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified the Company's independent accountantsauditors; and (ii) all current reports that would be required to be filed with the SEC on Form 8-K if the Company were required to file such reports. In If the event that Company has designated any direct of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by the preceding paragraph shall include or indirect parent company of Delaware becomes be accompanied by a guarantor reasonably detailed presentation (which may be contained in the footnotes) of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that condition and results of operations of the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware Company and its Restricted Subsidiaries on a standalone basis, on separate from the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement financial condition and results of operations of the Exchange Offer or the effectiveness Unrestricted Subsidiaries of the Shelf Registration Statement Company. In addition, whether or not required by the filing SEC, the Company shall file a copy of all of the information and reports referred to in the second preceding paragraph with the SEC of for public availability (unless the exchange offer registration statement or shelf registration statementSEC will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. The Company will also furnish to Holders, securities analysts and any amendments thereto, in accordance with prospective investors upon request the requirements of Form X-00, X-0 or S-3, information (if any) required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as applicable, with such financial statements that satisfy Regulation S-X of the Notes are not freely transferable under the Securities Act. Parent will The Company shall also hold a quarterly conference call to discuss comply with the financial results other provisions of Delaware with holders Section 314(a) of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callTIA.

Provision of Financial Information. Whether or not required by the Commission so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware and the Company with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including Subsidiaries (including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstandingoutstanding (unless defeased in a legal defeasance), Parent shall the Issuer will have its annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Trustee and the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, Notes all quarterly and annual financial statements of Delaware in the form incorporated by reference in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were the Issuer was required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Issuer’s certified independent accountantsaccountant. Notwithstanding the foregoing, (a) the Issuer will not be required to furnish any information, certificates or reports required by (i) Section 302 or Section 404 of the Sxxxxxxx-Xxxxx Act of 2002, or related Items 307 or 308 of Regulation S-K, (ii) Regulation G or Item 10(e) or Regulation S-K promulgated by the Commission with respect to any non-generally accepted accounting principles financial measures contained therein or (iii) Rule 3-09 of Regulation S-X and (b) such reports will not be required to contain the separate financial information for Subsidiaries whose securities are pledged to secure the Notes contemplated by Rule 3-10 or Rule 3-16 of Regulation S-X, (c) such reports shall not be required to comply with any segment reporting requirements (whether pursuant to GAAP or Regulation S-X) in greater detail than is provided in the Offering Memorandum and (d) such reports shall not be required to present compensation information required by Item 402 of Regulation S-K or otherwise or beneficial ownership information; provided, however, that Issuer shall provide guarantor/non-guarantor summary financial data substantially consistent with the data disclosed in the Offering Memorandum. Any reports shall be provided within the time frames required by the Commission for companies required to file such reports. To the extent that the Issuer does not file such information with the Commission, Issuer will distribute such information (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Notes, (b) to any beneficial owner of the Notes who provides its email address to the Issuer and certifies that it is a beneficial owner of Notes, (c) to any prospective investor who provides its email address to the Issuer and certifies that it is a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who provides its email address to the Issuer and certifies that it is a securities analyst. Unless the Issuer is subject to the reporting requirements of the Exchange Act, the Issuer will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than 30 days from the time that the Issuer distributes the financial information as set forth above (it being understood that any such call may be combined with any similar call held for any of the Issuer or the Issuer’s other lenders or security holders). If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Issuer. The Issuer has agreed that, for so long as any of the Notes remain outstanding, it will furnish to the Holders of the Notes and to any prospective investor that certifies that it is a Qualified Institutional Buyer, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) of the Securities Act. In the event that any direct or indirect parent company of Delaware the Issuer becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent the Issuer may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to the Issuer by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to Delaware the Issuer, the Guarantors, if any, and its Restricted the other Subsidiaries of the Issuer on a standalone stand-alone basis, on the other hand. Notwithstanding the foregoing, such requirements shall the Issuer will be deemed satisfied prior to have furnished such reports referred to above to the commencement Trustee and Holders if it or any direct or indirect parent of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing Issuer has filed such reports with the SEC of Commission via the exchange offer registration statement EXXXX filing system and such reports are publicly available. To the extent any such information is not so filed or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3posted, as applicable, within the time periods specified above and such information is subsequently filed or posted, as applicable, the Issuer will be deemed to have satisfied its obligations with respect thereto at such financial statements time and any Default with respect thereto shall be deemed to have been cured; provided that satisfy Regulation S-X such cure shall not otherwise affect the rights of the Securities Act. Parent will also hold a quarterly conference call Holders pursuant to discuss the financial results Article VI if Holders of Delaware with holders at least 30% in principal amount of the Notesthen total outstanding Notes have declared the principal, beginning with a discussion premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. The delivery of the quarter ending October 31any reports, 2009. Such conference call may be part of or separate from any conference call relating information and documents to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such reports, information or documents shall not constitute actual or constructive knowledge or notice of any information contained therein or determined therefrom, including the Issuer’s compliance with any of its Subsidiaries(including for covenants (as to which the avoidance of doubt, the conference call of the Company contemplated by Section 4.3Trustee is entitled to conclusively rely on an Officer’s Certificate). The conference call will not be later than five business days from Trustee is under no duty to examine such reports, information or documents to ensure compliance with the date on which provisions of this Indenture or to ascertain the financial information of Delaware is filed correctness or otherwise made available to holders of the Notes information or statements contained therein. The Trustee is entitled to assume such compliance and correctness unless a responsible officer of the Trustee is informed in accordance with this Indenturewriting otherwise. No fewer than two days prior The Trustee shall have no responsibility for the filing, timeliness or content of any such reports, information or documents, and the Trustee shall have no duty to the participate in or monitor any conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callcalls.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall the Company will furnish to the Trustee, the Holders of Notes, and make available on a public website, or file electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, the Company will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, Parent may satisfy the Company and the Subsidiary Guarantors have agreed that, for so long as any Notes remain outstanding, they will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. If the Company has designated any of its obligations under this Section 12.3 Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by furnishing the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements with respect to such parent; provided that or in the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfootnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the information relating to Delaware financial condition and results of operations of the Company and its Restricted Subsidiaries on a standalone basis, on separate from the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement financial condition and results of operations of the Exchange Offer or the effectiveness Unrestricted Subsidiaries of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callCompany.

Provision of Financial Information. Whether or not required by the Commission For so long as any Notes are outstandingOutstanding, if the Parent Guarantor is subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, the Parent Guarantor shall furnish deliver to the Holders of NotesTrustee the annual reports, quarterly reports and make available on a public website, or other documents which it is required to file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXXSEC pursuant to Section 13(a) (or 15(d) or any successor system)provision, within 15 days after the time periods specified in date that the Commission’s rules Parent Guarantor files the same with the SEC. If the Parent Guarantor is not subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, and regulations for so long as any Notes are Outstanding, the Issuer shall deliver to the Trustee within 15 days of the filing date that would be applicable to a non-accelerated filersfiler at that time pursuant to applicable SEC rules and regulations, all the quarterly and annual financial statements and accompanying Item 303 of Delaware Regulation S-K (“management’s discussion and analysis of financial condition and results of operations”) disclosure that would be required to be contained in a filing with the Commission annual reports on Forms 10-Q and Form 10-K if Delaware were required and quarterly reports on Form 10-Q, respectively, had the Issuer been subject to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct Section 13(a) or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement 15(d) of the Exchange Offer Act or the effectiveness of the Shelf Registration Statement by the filing any successor provision. Reports and other documents filed with the SEC via the XXXXX system will be deemed to be delivered to the Trustee as of the exchange offer registration statement time of such filing via XXXXX for purposes of this Section 4.1; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or shelf registration statementnot such information, documents or reports have been filed via XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any amendments theretoinformation contained therein or determinable from information contained therein, in accordance including the Parent Guarantor’s compliance with the requirements any of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call its covenants relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on Notes (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officers’ Certificate).

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstandingoutstanding (unless defeased in a legal defeasance), Parent shall will have its annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Trustee and the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, Notes all quarterly and annual financial statements of Delaware in the form incorporated by reference in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were Parent was required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by DelawareParent’s certified independent accountantsaccountant. Notwithstanding the foregoing, (a) Parent will not be required to furnish any information, certificates or reports required by (i) Section 302 or Section 404 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 or 308 of Regulation S-K, (ii) Regulation G or Item 10(e) or Regulation S-K promulgated by the Commission with respect to any non-generally accepted accounting principles financial measures contained therein or (iii) Rule 3-09 of Regulation S-X and (b) such reports will not be required to contain the separate financial information for Subsidiaries whose securities are pledged to secure the Notes contemplated by Rule 3-10 or Rule 3-16 of Regulation S-X, (c) such reports shall not be required to comply with any segment reporting requirements (whether pursuant to GAAP or Regulation S-X) in greater detail than is provided in the Offering Memorandum and (d) such reports shall not be required to present compensation information required by Item 402 of Regulation S-K or otherwise or beneficial ownership information; provided, however, that Parent shall provide guarantor/non-guarantor summary financial data substantially consistent with the data disclosed in the Offering Memorandum. Any reports shall be provided within the time frames required by the Commission for companies required to file such reports. To the extent that Parent does not file such information with the Commission, Parent will distribute such information (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Notes, (b) to any beneficial owner of the Notes who provides its email address to Parent and certifies that it is a beneficial owner of Notes, (c) to any prospective investor who provides its email address to Parent and certifies that it is a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who provides its email address to Parent and certifies that it is a securities analyst. Unless Parent is subject to the reporting requirements of the Exchange Act, Parent will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than 30 days from the time that Parent distributes the financial information as set forth above (it being understood that any such call may be combined with any similar call held for any of Parent or the Issuer’s other lenders or security holders). If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. Parent has agreed that, for so long as any of the Notes remain outstanding, it will furnish to the Holders of the Notes and to any prospective investor that certifies that it is a Qualified Institutional Buyer, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) of the Securities Act. In the event that any direct or indirect parent company of Delaware Parent becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to Parent by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than Parent and its Subsidiaries, on the one hand, and the information relating to Delaware Parent, the Guarantors, if any, and its Restricted the other Subsidiaries of Parent on a standalone stand-alone basis, on the other hand. Notwithstanding the foregoing, such requirements shall Parent will be deemed satisfied prior to have furnished such reports referred to above to the commencement Trustee and Holders if it or any direct or indirect parent of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing Parent has filed such reports with the SEC of Commission via the exchange offer registration statement XXXXX filing system and such reports are publicly available. To the extent any such information is not so filed or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3posted, as applicable, within the time periods specified above and such information is subsequently filed or posted, as applicable, the Issuer will be deemed to have satisfied its obligations with respect thereto at such financial statements time and any Default with respect thereto shall be deemed to have been cured; provided that satisfy Regulation S-X such cure shall not otherwise affect the rights of the Securities Act. Parent will also hold a quarterly conference call Holders pursuant to discuss the financial results Article VI if Holders of Delaware with holders at least 30% in principal amount of the Notesthen total outstanding Notes have declared the principal, beginning with a discussion premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. Delivery of the quarter ending October 31such reports, 2009. Such conference call may be part of or separate from any conference call relating information and documents, as stated above, to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including Parent’s compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officer’s Certificates).

Provision of Financial Information. (a) Whether or not required by the Commission so long as any Notes are outstandingCompany is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, Parent shall furnish the Company will deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including, but not limited to, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten Business Days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation (which need not be audited or reviewed by the auditors), either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) In addition, the Company and the Guarantors have agreed that, for so long as any Notes remain outstanding, they will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4). (e) Notwithstanding the foregoing clauses (a) through (d), for so long as the Company is a wholly owned Subsidiary of Cogent Holdco, the financial statements referred to above may be the financial statements of Cogent Holdco or a Subsidiary so long as reasonably detailed information (which need not be audited or reviewed by the auditors) is provided showing the assets, liabilities and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of Section 4.13(a) with respect to the Holders if (a) the Company or a Subsidiary or a direct or indirect parent has filed such reports containing such information (including the information required pursuant to Section 4.13(e), which, for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will need not be later than five business days from filed with the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior SEC via XXXXX to the conference call, Parent shall issue extent it is otherwise provided to Holders pursuant to this Section 4.13) with the SEC via the XXXXX (or a press release to the appropriate wire services announcing the time, date and access details of such conference call.successor) filing system or

Provision of Financial Information. (a) Whether or not required by the Commission rules and regulations of the Commission, so long as any Notes Securities are outstanding, Parent the Company shall furnish to the Holders holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System Securities: (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Formsforms, including a section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" that describes the financial condition and results of operations of the Company and its consolidated Subsidiaries and, with respect to the annual financial statements information only, a report on thereon by the annual financial statements, a report on the annual financial statements by Delaware’s Company's certified independent accountants. In ; and (2) all current reports that would be required to be filed with the event that Commission on Form 8-K if the Company were required to file such reports, in each case within the time period specified in the Commission's rules and regulations; and (3) To the extent required under any direct applicable law, statute, rule or indirect parent company regulation (including any rules promulgated under the Securities Act), all quarterly and annual balance sheet, income statement and cash flow financial information required to be furnished pursuant to Sections 4.02(a)(1) and 4.02(a)(2), adjusted to exclude the operations of Delaware becomes a guarantor of TeleCorp Wireless and Tritel and all adjustments related to the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Merger other than the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, AT&T Wireless Services Contribution and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on AT&T Wireless Exchange. (b) Following the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement consummation of the Exchange Offer contemplated by the Exchange and Registration Rights Agreement, whether or not required by the effectiveness rules and regulations of the Shelf Registration Statement by Commission, the filing Company shall file a copy of all such information and reports specified in Sections 4.02(a)(1) and 4.02(a)(2) with the SEC Commission for public availability within the time periods specified in the Commission's rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors upon request. In addition, the Company shall, for so long as any Securities remain outstanding, furnish to the holders of Securities, upon request, the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Parent will The Company shall also hold a quarterly conference call to discuss the financial results of Delaware comply with holders Section 314(a) of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callTIA.

Provision of Financial Information. Whether or not required by the Commission so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing with the Commission on Forms 10Forms10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware and the Company with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including Subsidiaries (including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. (a) Whether or not required the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the SEC, to the extent permitted by the Commission so long as any Notes are outstandingExchange Act, Parent shall furnish and deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company is not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten business days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including for Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the avoidance quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation, either on the face of doubtthe financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the conference call financial condition and results of operations of the Company contemplated by Section 4.3). The conference call will not be later than five business days and the Restricted Subsidiaries separate from the date on which the financial information condition and results of Delaware is filed or otherwise made available to holders operations of the Unrestricted Subsidiaries. (d) So long as any Notes in accordance with this Indenture. No fewer than two days prior remain outstanding the Company and the Guarantors shall furnish to the conference callHolders and to prospective investors, Parent shall issue a press release upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the appropriate wire services announcing the time, date and access details of such conference callSecurities Act.

Provision of Financial Information. (a) Whether or not required the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the SEC, to the extent permitted by the Commission so long as any Notes are outstandingExchange Act, Parent shall furnish and deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten business days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) So long as any Notes remain outstanding the Company and the Guarantors shall furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding the foregoing, for so long as the Company is a wholly owned Subsidiary of Cogent Holdco and Cogent Holdco is a Guarantor, the financial statements referred to above may be the financial statements of Cogent Holdco so long as reasonably detailed information is provided showing the assets, liabilities, and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of the first paragraph of this covenant with respect to the Holders if (a) the Company or Cogent Holdco has filed such reports containing such information (including the information required pursuant to the first sentence of Section 4.13(e), which, for the avoidance of doubt, need not be filed with the conference call of SEC via XXXXX to the extent it is otherwise provided to Holders pursuant to this Section 4.13) with the SEC via the XXXXX (or successor) filing system or (b) the Company contemplated or such Subsidiary or such parent has made such reports available electronically (including by posting to a non-public, password-protected website as provided above) pursuant to this Section 4.3). The conference call will 4.13. (g) Delivery of reports, information and documents to the Trustee pursuant to this Section 4.13 is for informational purposes only and the Trustee’s receipt of such shall not be later than five business days constitute constructive notice of any information contained therein or determinable from information contained therein, including the date on Company’s compliance with any of its covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether (a) Unless otherwise provided for a particular Series of Notes by a Board Resolution, a supplemental indenture hereto or not required by the Commission an Officer’s Certificate, so long as any Notes are outstandingoutstanding (unless satisfied and discharged or defeased), Parent the Company will furnish without cost to the Holders and provide to the Trustee, no later than 120 days after the end of each fiscal year (in the case of annual financial statements) and 60 days after the end of each fiscal quarter other than the last fiscal quarter (in the case of quarterly financial statements), unaudited quarterly and audited annual consolidated financial statements of the Company and its Subsidiaries (including balance sheets, statements of operations and statements of cash flows that would be required from an SEC registrant in an Annual Report on Form 10-K or a Quarterly Report on Form 10-Q, as the case may be) prepared in accordance with GAAP, subject, with respect to quarterly financial statements, to the absence of footnote disclosure and normal year end audit adjustments. All such audited annual consolidated financial statements shall be audited by an internationally recognized independent public accountant. The Company will distribute such information and such reports electronically to: (i) any Holder; (ii) any beneficial owner of the Notes that provides its email address to the Company and certifies that it is a beneficial owner of the Notes; (iii) any prospective investor in the Notes that provides its email address to the Company and certifies that it is (i) a prospective investor in the Notes and (ii) a Qualified Institutional Buyer (as defined in the Securities Act) or not a U.S. Person (as defined in Rule 902(k) under the Securities Act); (iv) any market maker that provides its email address to the Company and certifies that it is or intends to be a market maker with respect to the Notes; and (v) any securities analyst that provides its email address to the Company and certifies that it is a securities analyst. Any person who requests or receives such financial information from the Company will be required to make usual and customary representations to the Company about confidentiality, until the consummation of the Exchange Offer contemplated by the Registration Rights Agreement, unless the Company has made such information publicly available as provided in Section 4.02(c). (b) The Company will furnish to the Holders of Notesand to any prospective investor that certifies it is a Qualified Institutional Buyer, upon request and make available on a public websiteif not previously provided, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act, unless the Notes are not purchased or sold pursuant to Rule 144A under the Securities Act. (c) Notwithstanding anything in this Section 4.02, the Company may fulfill the requirement to distribute financial information under this Section 4.02 by filing the information with the SEC. Such information that the Company may file with the Commission through SEC via the CommissionSEC’s IDEA System XXXXX system (f/k/a/ XXXXXor any successor system) will be deemed to be filed with the Trustee and transmitted to the Holders at the time such information is filed via the SEC’s XXXXX system (or any successor system). Delivery of reports, within the time periods specified in the Commission’s rules information and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect documents to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations Trustee under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same 4.02 is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfor informational purposes only, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement Trustee’s receipt of the Exchange Offer foregoing shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the effectiveness of Company’s and the Shelf Registration Statement by the filing Guarantor’s compliance with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely on Officer’s Certificates).

Provision of Financial Information. (a) Whether or not required by the Commission so long as any Notes are outstanding, Parent shall furnish Company is subject to the Holders reporting requirements of Notes, and make available on a public websitethe Exchange Act, or any successor provision thereto, the Company will furnish without cost to each Holder of Securities and file with the Commission through and the Commission’s IDEA System Trustee: (f/k/a/ XXXXXi) within 90 days after the end of each fiscal year of the Company (or any successor system), within the time periods specified in the Commission’s rules and regulations for nonx) audited year-accelerated filers, all quarterly and annual end consolidated financial statements (including a balance sheet, income statement and statement of Delaware that would be required to be contained cash flows) prepared in a filing accordance with GAAP and (y) the Commission on Forms 10-Q and 10information described in Item 303 of Regulation S-K if Delaware were required to file such Formsunder the Securities Act, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parentperiod; provided that and (ii) within 45 days after the same is accompanied by consolidating information that explains end of each of the first three fiscal quarters of each fiscal year of the Company, (x) unaudited quarterly consolidated financial statements (including a balance sheet, income statement and statement of cash flows) prepared in reasonable detail the differences between accordance with GAAP and (y) the information relating described in Item 303 of Regulation S-K under the Securities Act, with respect to such parent, on period. The Company may satisfy this obligation by furnishing copies of reports filed by it under Section 13(d) or 15 of the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other handExchange Act. Notwithstanding the foregoing, the Company shall not be obligated to file such requirements shall be deemed satisfied prior information, documents and reports with the Commission if the Commission does not permit such filings. (b) In addition, unless it is then subject to the commencement reporting requirements of Section 13(d) or 15 of the Exchange Offer Act, the Company will furnish to any prospective purchaser of Securities or beneficial owner of Securities in connection with any sale thereof the effectiveness of the Shelf Registration Statement information required by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of Rule 144A(d)(4) under the Securities Act, until such time as the Company has either exchanged the Securities for the Exchange Securities or until such time as the Holders thereof have disposed of such Securities pursuant to a Shelf Registration Statement. Parent will also hold a quarterly conference call Delivery of such reports, information and documents to discuss the financial results Trustee is for informational purposes only and the Trustee’s receipt of Delaware with holders such shall not constitute constructive notice of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of any information contained therein or separate determinable from any conference call relating to information contained therein, including the financial results of Parent or Company’s compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officers’ Certificates).

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstandingoutstanding (unless defeased in a legal defeasance), Parent shall will have its annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Trustee and the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, Notes all quarterly and annual financial statements of Delaware in the form incorporated by reference in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were Parent was required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by DelawareParent’s certified independent accountantsaccountant. Notwithstanding the foregoing, (a) Parent will not be required to furnish any information, certificates or reports required by (i) Section 302 or Section 404 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 or 308 of Regulation S-K, (ii) Regulation G or Item 10(e) or Regulation S-K promulgated by the Commission with respect to any non-generally accepted accounting principles financial measures contained therein or (iii) Rule 3-09 of Regulation S-X and (b) such reports will not be required to contain the separate financial information for Subsidiaries whose securities are pledged to secure the Notes contemplated by Rule 3-10 or Rule 3-16 of Regulation S-X, (c) such reports shall not be required to comply with any segment reporting requirements (whether pursuant to GAAP or Regulation S-X) in greater detail than is provided in the Offering Memorandum and (d) such reports shall not be required to present compensation information required by Item 402 of Regulation S-K or otherwise or beneficial ownership information; provided, however, that Parent shall provide guarantor/non-guarantor summary financial data substantially consistent with the data disclosed in the Offering Memorandum. Any reports shall be provided within the time frames required by the Commission for companies required to file such reports. To the extent that Parent does not file such information with the Commission, Parent will distribute such information and such reports (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Notes, (b) to any beneficial owner of the Notes who provides its email address to Parent and certifies that it is a beneficial owner of Notes, (c) to any prospective investor who provides its email address to Parent and certifies that it is a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who provides its email address to Parent and certifies that it is a securities analyst. Unless Parent is subject to the reporting requirements of the Exchange Act, Parent will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than five Business Days from the time that Parent distributes the financial information as set forth above. If Parent has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of Parent and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Parent. Parent has agreed that, for so long as any of the Notes remain outstanding, it will furnish to the Holders of the Notes and to any prospective investor that certifies that it is a Qualified Institutional Buyer, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) of the Securities Act. In the event that any direct or indirect parent company of Delaware Parent becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to Parent by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X under the Securities Act, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than Parent and its Subsidiaries, on the one hand, and the information relating to Delaware Parent, the Guarantors, if any, and its Restricted the other Subsidiaries of Parent on a standalone stand-alone basis, on the other hand. Notwithstanding the foregoing, such requirements shall Parent will be deemed satisfied prior to have furnished such reports referred to above to the commencement Trustee and Holders if it or any direct or indirect parent of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing Parent has filed such reports with the SEC of Commission via the exchange offer registration statement XXXXX filing system and such reports are publicly available. To the extent any such information is not so filed or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3posted, as applicable, within the time periods specified above and such information is subsequently filed or posted, as applicable, the Issuer will be deemed to have satisfied its obligations with respect thereto at such financial statements time and any Default with respect thereto shall be deemed to have been cured; provided that satisfy Regulation S-X such cure shall not otherwise affect the rights of the Securities Act. Parent will also hold a quarterly conference call Holders pursuant to discuss the financial results Article VI if Holders of Delaware with holders at least 25% in principal amount of the Notesthen total outstanding Notes have declared the principal, beginning with a discussion premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. Delivery of the quarter ending October 31such reports, 2009. Such conference call may be part of or separate from any conference call relating information and documents, as stated above, to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including Parent’s compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officers’ Certificates).

Provision of Financial Information. Whether or not required by the Commission so So long as any Notes are outstanding, Parent shall the Company will furnish to the Trustee and the Holders of the Notes, : (a) all annual and make available on a public website, or file with quarterly reports containing substantially all the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing filed with the Commission SEC on Forms 10-Q K (including Items 1 through 3, Items 6 through 9 and Item 13 thereof) and 10-K Q (including Part I and Items 1, 1A, 3, 5 and 6 of Part II thereof), solely with respect to the first three fiscal quarters of each fiscal year), if Delaware the Company were required to file such Forms, forms and (b) with respect to the annual financial statements reports only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. In registered public accounting firm; and (2) within the event time period specified for filing current reports on Form 8-K by the SEC, current reports that any direct or indirect parent company would be required to be filed with the SEC pursuant to Items 1, 2, 4, 5.01, 5.02 (other than compensation information) and 5.03, 7 and 9 of Delaware becomes a guarantor Form 8-K if the Company had been required to file Current Reports on Form 8-K. All such annual reports will be furnished within 105 days after the end of the Master Leasefiscal year to which they relate, Parent may satisfy and all such quarterly reports will be furnished within 60 days after the end of the fiscal quarter to which they relate. The Trustee shall have no responsibility whatsoever to determine if such filing or posting has occurred. Delivery of the reports and documents described above to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants contained in the Indenture (as to which the Trustee is entitled to conclusively rely on an Officer’s Certificate). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or XXXXX or any website under the Indenture, or participate in any conference calls; provided, however, that nothing herein shall relieve the Trustee of its obligations under Article 7 of this Section 12.3 by furnishing financial statements with respect to Indenture. All such parent; provided that the same is accompanied by consolidating information that explains reports will be prepared in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, all material respects in accordance with the information requirements applicable to such report; provided, however, (a) in no event will such reports be required to comply with Section 302, Section 404 or Section 906 of Form X-00the Xxxxxxxx-Xxxxx Act of 2002, X-0 or S-3related Items 307, as applicable, 308 and 308T of Regulation S-K; (b) in no event will such reports be required to comply with such financial statements that satisfy Rule 3-10 of Regulation S-X promulgated by the SEC or contain separate financial statements for the Company, the Guarantors or other Subsidiaries the shares of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call which may be part of or separate from any conference call relating pledged to secure the financial results of Parent Notes or any Guarantee that would be required under (i) Section 3-09 of its Subsidiaries(including for Regulation S-X or (ii) Section 3-16 of Regulation S-X, respectively, promulgated by the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.SEC;

Provision of Financial Information. Whether or not required by the Commission so (a) So long as any Notes are outstanding, Parent shall the Company will have its annual financial statements audited by a nationally recognized firm of independent accountants and will furnish to the Trustee and the Holders of Notes, within 45 days from the end of a quarterly period and make available on a public website, or file with 90 days from the Commission through end of the CommissionCompany’s IDEA System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filersfiscal year, all quarterly and annual financial statements of Delaware that would be required to be contained in a filing form substantially similar to the form included in the Offering Memorandum prepared in accordance with the Commission on Forms 10-Q GAAP and 10-K if Delaware were required to file together with a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for each such Formsquarter or fiscal year and, and with respect to the annual financial statements information only, a report on the annual financial statements, a report an opinion on the annual financial statements by Delawarethe Company’s certified independent accountants. In the event ; provided, however, that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing (1) such financial statements shall not be required to contain separate financial statements for any Guarantor other than condensed consolidating footnote disclosure containing information with respect to Guarantors and Subsidiaries that are not guaranteeing the Notes, in each case on an aggregate basis and consistent with the presentation in the Offering Memorandum, (2) such parent; provided that reports shall not be required to comply with the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentrules, on the one hand, regulations and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement policies of the Exchange Offer or SEC with respect to any non-GAAP financial measures contained therein and (3) the effectiveness Company shall not be required to comply with Section 404 of the Shelf Registration Statement by the filing with the SEC Xxxxxxxx-Xxxxx Act of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with 2002. (b) The Company will distribute such financial statements that satisfy Regulation S-X and such reports (as well as the details regarding the conference call described below) electronically to (a) any Holder of the Securities ActNotes, (b) to any beneficial owner of Notes, (c) to any prospective investor who provides their e-mail address to the Company and certifies that they are a QIB or (d) any securities analyst who provides their e-mail address to the Company and certifies that they are a securities analyst. Parent The Company will also hold a quarterly conference call for the Holders of the Notes to discuss the such financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3)information. The conference call will not be later than five business days 10 Business Days from the date on which time that the Company distributes the financial information as set forth above. In addition, the Company will provide to the Trustee and the Holders all current reports that would be required to be filed with or furnished to the SEC on Form 8-K if the Company were required to file or furnish such reports, within 10 days following the occurrence of Delaware an event that would be required to be reported thereon; provided that no such current report will be required to be furnished if the Company determines in its good faith judgment that such event is filed or otherwise made available not material to holders Holders of the Notes. (c) For so long as any of the Notes in accordance with this Indenture. No fewer than two days prior remain outstanding, the Company will furnish to the conference callHolders and to prospective investors that certify that they are QIBs, Parent shall issue a press release upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the appropriate wire services announcing extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the timequarterly and annual financial information required by Section 4.13(a) shall include a reasonably detailed presentation, date either on the face of the financial statements or in the footnotes thereto, and access details in “Management’s Discussion and Analysis of such conference callFinancial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company.

Provision of Financial Information. (a) Whether or not it is required by the Commission so long as any Notes are outstandingCommission, Parent the Relevant Company shall furnish provide to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), Facility Agent within the time periods specified in the Commission’s rules and regulations (unless otherwise noted): (i) within 120 days after the end of its then-applicable fiscal year all annual financial statements that would be required in a filing with the Commission on Form 20-F (including an “Operating and Financial Review and Prospects” section, and with respect to the annual financial statements only, a report thereon by the Relevant Company’s certified independent auditors) (save for non-accelerated filersannual financial statements in respect of fiscal year ending in February 2005 which will be delivered immediately upon them becoming available); (ii) within the time period specified in the Commission’s rules and regulations, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms Form 10-Q and 10-K if Delaware the Relevant Company were required to file that form (including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, except that such Formsinformation will only be prepared in accordance with generally accepted accounting principles in Sweden); and (iii) all current reports that would be required to be furnished to the Commission on Form 6-K if the Relevant Company were required to furnish that form. (b) If the Relevant Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and with respect to the annual financial statements onlyin Management’s Discussion and Analysis of Financial Condition and Results of Operations or Operating and Financial Review and Prospects section, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that condition and results of operations of the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware Relevant Company and its Restricted Subsidiaries on separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Relevant Company. (c) Whether or not required by the Commission, the Relevant Company will file a standalone basiscopy of all of the information and reports referred to in paragraphs (a) except for the report specified in (a)(ii) and (b) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. (d) Delivery of such reports, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior information and documents to the commencement Facility Agent is for informational purposes only and the Facility Agent’s receipt of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating shall not constitute constructive notice to the financial results Facility Agent or any Lender of Parent any information contained therein or determinable from information contained therein, including the Relevant Company’s compliance with any of its Subsidiaries(including for covenants hereunder (as to which the avoidance of doubt, the conference call of the Company contemplated by Section 4.3Facility Agent and each Lender is entitled to conclusively rely exclusively on Compliance Certificates and Officer’s Certificates). The conference call will Facility Agent shall not be later than five business days from the date on which the financial information of Delaware is filed required to review any documents submitted to it pursuant to this clause 18 or otherwise made available to holders of the Notes in accordance assess its compliance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callAgreement or any other rule or legal requirement.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall the Company will furnish to the Trustee, the Holders of Notes, and make available on a public website, or file electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, the Company will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, Parent may satisfy the Company has agreed that, for so long as any Notes remain outstanding, it will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. If the Company has designated any of its obligations under this Section 12.3 Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by furnishing the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements with respect to such parent; provided that or in the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfootnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the information relating to Delaware financial condition and results of operations of the Company and its Restricted Subsidiaries on a standalone basis, on separate from the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement financial condition and results of operations of the Exchange Offer or the effectiveness Unrestricted Subsidiaries of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callCompany.

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file if not filed electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), the Company will furnish to the holders of Notes, within the time periods (provided that such time periods shall be extended by 30 days for each period through and including the first Form 10-K following the Issue Date) specified in the Commission’s rules and regulations for non-a filer that is not an “accelerated filers, filer”: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. At any time that any Unrestricted Subsidiary has consolidated total assets of greater than 1.0% of Consolidated Total Assets or that any group of Unrestricted Subsidiaries of the Company collectively has consolidated total assets greater than 5.0% of the Consolidated Total Assets, then the quarterly and annual financial information required by clause (1) of the preceding paragraph will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” or other comparable section, of the financial condition and results of operations of the Company and its Restricted Subsidiaries, taken as a whole, separate from the financial condition and results of operations of all Unrestricted Subsidiaries of the Company, taken as a whole. The Company shall (i) make its Chief Executive Officer, Chief Financial Officer and a representative from the Sponsors available to participate in quarterly conference calls to discuss results of operations for financial reporting periods ending after the Issue Date with Holders, and (ii) provide Holders, (A) within 90 days after the commencement of each fiscal year, a consolidated budget for such fiscal year, together with management’s discussion and analysis pertaining to such budget, and, (B) within 40 days after the end of each fiscal month, internally prepared monthly operating financial reports for the Company and its Subsidiaries. In addition, whether or not required by the event Commission, after the consummation of the Exchange Offer or the effectiveness of the Shelf Registration Statement, the Company will file a copy of all of the information and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) for a filer that is not an “accelerated filer” (as defined in such rules and regulations) and make such information available to securities analysts and prospective investors upon request. In addition, the Company has agreed that, for so long as any Notes remain outstanding, it will furnish to the holders of the Notes and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. No fewer than three Business Days prior to the date of any conference call held in accordance with the preceding paragraph, the Company shall issue a press release to the appropriate internationally recognized wire services announcing the time and date of such conference call and directing Holders and prospective investors to contact the investor relations office of the Company to obtain access to such conference call. The Company shall either maintain a website to which Holders and prospective investors are given access and to which the information referred to in clauses (1) and (2) of the first paragraph of this covenant and conference call access details are posted or distribute via electronic mail such information and conference call details to Holders, beneficial owners of the Notes and prospective investors who request to receive such distributions. In addition, if at any time any direct or indirect parent company of Delaware becomes a guarantor Guarantor (there being no obligation of any such parent to do so), holds no material assets other than cash, Cash Equivalents and the Capital Stock of the Master LeaseCompany or any other direct or indirect parent of the Company (and performs the related incidental activities associated with such ownership) and complies with the requirements of Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision), Parent may satisfy its obligations under the reports, information and other documents required to be filed and furnished to holders of the Notes pursuant to this Section 12.3 covenant may, at the option of the Company, be filed by furnishing financial statements with respect to and be those of such parent; provided that parent rather than the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other handCompany. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC Commission of the an exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss Act within the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes time periods and in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callother provisions described thereunder.

Provision of Financial Information. Whether or not required by the Commission so long as any Notes are outstandingCompany is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, Parent shall furnish the Company will make available to the Trustee and the Holders of Notesthe Securities without cost, by posting the same on the Company’s website or the SEC’s XXXXX filing system as further provided below for public availability, the annual reports and make available on the information, documents and other reports that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a public websiteU.S. corporation that would be due after the Issue Date, or within the time periods specified therein with respect to a non-accelerated filer. The Company will file a copy of each of the reports referred to in the preceding sentence with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), SEC for public availability within the time periods specified in the Commission’s rules and regulations for nonapplicable to such reports (unless the SEC will not accept such a filing). This Section 3.10 will not impose any duty on the Company under the Xxxxxxxx-accelerated filers, all quarterly Xxxxx Act of 2002 and annual financial statements of Delaware the related SEC rules that would not otherwise be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountantsapplicable. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for For the avoidance of doubt, (a) any such reports or other information delivered pursuant to the conference call foregoing will not be required to contain the separate financial information for Subsidiary Guarantors as contemplated by Rule 3-10 of Regulation S-X or any financial statements of unconsolidated subsidiaries or 50% or less owned persons as contemplated by Rule 3-09 of Regulation S-X or any schedules required by Regulation S-X, or in each case any successor provisions and (b) such information shall not be required to comply with Regulation G under the Exchange Act or Item 10(e) of Regulation S-K with respect to any non-GAAP financial measures contained therein. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the financial information required will include, to the extent material, a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Company contemplated by Section 4.3)and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. The conference call availability of the foregoing materials on the SEC’s website or on the Company’s website shall be deemed to satisfy the foregoing delivery obligations. For so long as any Securities remain outstanding and constitute “restricted securities” under Rule 144, the Company will not be later than five business days from furnished to the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this IndentureSecurities, and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. No fewer than two days prior Delivery of such reports, information and documents to the conference call, Parent shall issue a press release to Trustee is for informational purposes only and the appropriate wire services announcing the time, date and access details Trustee’s receipt of such conference callshall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates).

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstandingoutstanding (unless defeased in a legal or covenant defeasance pursuant to Article VIII hereof), Parent shall the Issuer will have its annual financial statements audited, and its interim financial statements reviewed, by a nationally recognized firm of independent accountants and will furnish to the Holders Holders, no later than 90 days after the end of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System each fiscal year (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules case of annual financial statements) and regulations for non-accelerated filers45 days after the end of each of the first three fiscal quarters (in the case of quarterly financial statements), all quarterly and annual financial statements of Delaware in the form included in the Offering Memorandum prepared in accordance with GAAP that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Issuer were required to file such those Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Issuer’s certified independent accountants. To the extent that the Issuer does not file such information with the Commission, the Issuer will deliver such information and such reports to the Trustee and post such information and such reports to Intralinks or a comparable password protected online data system, such that such information and such reports are available electronically to (a) any Holder, (b) any beneficial owner of the Notes, who certifies that it is a beneficial owner of Notes, (c) any prospective investor who certifies that it is a Qualified Institutional Buyer (as defined in the Securities Act) or (d) any securities analyst who certifies that it is a securities analyst and who requests a password from the Issuer and agrees to treat such information as confidential. If at any time the Issuer is not subject to the reporting requirements of the Exchange Act, the Issuer will also hold a quarterly conference call to discuss such financial information. The conference call will not be later than five Business Days from the time that the Issuer distributes the financial information as set forth above. If the Issuer has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Issuer and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Issuer. Following the consummation of the Exchange Offer (as defined in the Registration Rights Agreement), whether or not required by the Commission, the Issuer will file a copy of all of the information and reports that would be required by the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. In addition, the Issuer and the Guarantors agree that, for so long as any Notes remain outstanding, they will furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. In the event that any direct or indirect parent company of Delaware the Issuer becomes a guarantor Guarantor or co-obligor of the Master LeaseNotes, Parent the Issuer may satisfy its obligations under this Section 12.3 4.3 with respect to financial information relating to the Issuer by furnishing financial statements with respect information relating to such parent; provided that that, if required by Regulation S-X, the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parentparent and any of its Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to Delaware the Issuer, the Subsidiary Guarantors, if any, and its Restricted the other Subsidiaries of the Issuer on a standalone basis, on the other hand. Notwithstanding the foregoing, the Issuer will be deemed to have furnished such reports referred to above to the Holders if it or any parent of the Issuer has filed such reports with the Commission via the XXXXX filing system and such reports are publicly available. In addition, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement (as defined in the Registration Rights Agreement) by the filing with the SEC Commission of the exchange offer registration statement or shelf registration statementExchange Offer Registration Statement (as defined in the Registration Rights Agreement) and/or Shelf Registration Statement in accordance with the provisions of the Registration Rights Agreement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements information that satisfy satisfies Regulation S-X and such registration statement and/or amendments thereto are filed at times that otherwise satisfy the time requirements set forth in the first paragraph of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by this Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission so long as any Notes are outstandingCompany is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, Parent shall furnish the Company will make available to the Trustee and the Holders of Notesthe Securities without cost, by posting the same on its website for public availability, the annual reports and the information, documents and other reports that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation that would be due after the Issue Date, within the time periods specified therein with respect to a non-accelerated filer; provided, however, that in lieu of a Quarterly Report on Form 10-Q for the quarter ended September 30, 2010, the Company may instead provide, no later than 15 days after the applicable deadline under SEC rules for such report, unaudited quarterly financial statements together with a Management’s Discussion and Analysis of Financial Condition and Results of Operations, in each case consistent with those that would be included in a Quarterly Report on Form 10-Q (the “Initial Report”), and make available no information required to be reported in a Current Report on Form 8-K shall be due with respect to any event occurring prior to the date of such Initial Report provided that information required in any such Current Report on Form 8-K is included in such Initial Report. In addition, following the consummation of the Exchange Offer contemplated by the Registration Rights Agreement, the Company will file a public website, or file copy of each of the reports referred to in the preceding sentence with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), SEC for public availability within the time periods specified in the Commission’s rules and regulations for nonapplicable to such reports (unless the SEC will not accept such a filing). This Section 3.10 will not impose any duty on the Company under the Xxxxxxxx-accelerated filersXxxxx Act of 2002 and the related SEC rules that would not otherwise be applicable. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, all quarterly and annual then the financial information required will include a reasonably detailed presentation, either on the face of the financial statements of Delaware that would be required to be contained or in a filing with the Commission on Forms 10-Q and 10-K if Delaware were required to file such Formsfootnotes thereto, and with respect to the annual financial statements onlyin any accompanying Management’s Discussion and Analysis of Financial Condition and Results of Operations, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that condition and results of operations of the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware Company and its Restricted Subsidiaries on a standalone basis, separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. The availability of the foregoing materials on the other hand. Notwithstanding SEC’s website or on the foregoing, such requirements Company’s website shall be deemed satisfied prior to satisfy the foregoing delivery obligations. For so long as any Securities remain outstanding and constitute “restricted securities” under Rule 144, the Company will furnished to the commencement holders of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statementSecurities, and any amendments theretoto securities analysts and prospective investors, in accordance with upon their request, the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results Delivery of Delaware with holders of the Notessuch reports, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating information and documents to the financial results Trustee is for informational purposes only and the Trustee’s receipt of Parent such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officers’ Certificates).

Provision of Financial Information. (a) Whether or not required the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the SEC, to the extent permitted by the Commission so long as any Notes are outstandingExchange Act, Parent shall furnish and deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten business days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) So long as any Notes remain outstanding the Company and the Guarantors shall furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) Notwithstanding the foregoing clauses (a) through (d), for so long as the Company is a wholly owned Subsidiary of Cogent Holdco and Cogent Holdco provides a Note Guarantee, the financial statements referred to above may be the financial statements of Cogent Holdco or Subsidiary so long as reasonably detailed information is provided showing the assets, liabilities, and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of Section 4.13(a) with respect to the Holders if (a) the Company or a Subsidiary or a direct or indirect parent has filed such reports containing such information (including the information required pursuant to Section 4.13(e), which, for the avoidance of doubt, need not be filed with the conference call of SEC via XXXXX to the extent it is otherwise provided to Holders pursuant to this Section 4.13) with the SEC via the XXXXX (or successor) filing system or (b) the Company contemplated or such Subsidiary or such parent has made such reports available electronically (including by posting to a non-public, password-protected website as provided above) pursuant to this Section 4.3). The conference call will 4.13. (g) Delivery of reports, information and documents to the Trustee pursuant to this Section 4.13 is for informational purposes only and the Trustee’s receipt of such shall not be later than five business days constitute constructive notice of any information contained therein or determinable from information contained therein, including the date on Company’s compliance with any of its covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether or not required by the Commission Commission, so long as any Notes are outstanding, Parent shall the Company will furnish to the Trustee and to the Holders of Notes, and make available on a public website, or file electronically with the Commission through the Commission’s IDEA Electronic Data Gathering, Analysis and Retrieval System (f/k/a/ XXXXX) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, regulations: (1) all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants; and (2) all current reports that would be required to be filed with the Commission on Form 8-K if the Company were required to file such reports. In addition, whether or not required by the event that any direct or indirect parent company Commission, the Company will file a copy of Delaware becomes a guarantor all of the Master Leaseinformation and reports referred to in clauses (1) and (2) above with the Commission for public availability within the time periods specified in the Commission’s rules and regulations (unless the Commission will not accept such a filing) and make such information available to prospective investors. In addition, Parent may satisfy the Company and the Subsidiary Guarantors have agreed that, for so long as any Notes remain outstanding, they will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. If the Company has designated any of its obligations under this Section 12.3 Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by furnishing the preceding paragraph shall include a reasonably detailed presentation, either on the face of the financial statements with respect to such parent; provided that or in the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one handfootnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the information relating to Delaware financial condition and results of operations of the Company and its Restricted Subsidiaries on a standalone basisseparate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. The Trustee shall have no responsibility whatsoever to determine if any filings with the Commission, on the other handor otherwise, have taken place. Notwithstanding the foregoingDelivery of such reports, such requirements shall be deemed satisfied prior information and documents to the commencement Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing Company’s compliance with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on Officers’ Certificates).

Provision of Financial Information. Whether or not required by the Commission rules and regulations of the SEC, so long as any Notes are outstanding, Parent the Company shall furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware the Company were required to file such Forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” that describes the financial condition and results of operations of the Company and its consolidated Subsidiaries (showing in reasonable detail, either on the face of the financial statements or in the footnotes thereto and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company, if any) and, with respect to the annual financial statements information only, a report on thereon by the annual financial statements, a report on the annual financial statements by DelawareCompany’s certified independent accountants. In the event ; and (2) all current reports that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect would be required to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing filed with the SEC on Form 8-K if the Company were required to file such reports, in each case within the time periods specified in the SEC’s rules and regulations. In addition, following the consummation of the exchange offer registration statement contemplated by the Registration Rights Agreement, whether or shelf registration statementnot required by the rules and regulations of the SEC, the Company will file a copy of all such information and any amendments thereto, in accordance reports with the requirements of Form X-00SEC for public availability within the time periods specified in the SEC’s rules and regulations (unless the SEC will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. In addition, X-0 or S-3the Company has agreed that, for so long as applicableany Notes remain outstanding, with such financial statements that satisfy Regulation S-X of it will furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Parent The Company will also hold a quarterly conference call be deemed to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from have furnished any conference call relating reports required pursuant to the financial results terms of Parent or any of its Subsidiaries(including for this Section 4.12 if it has filed such reports with the avoidance of doubt, SEC via the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date XXXXX filing system and access details of such conference callreports are publicly available.

Provision of Financial Information. (a) Whether or not required by the Commission so long as any Notes are outstandingCompany is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, Parent shall furnish the Company will deliver to the Trustee and, upon written request, the Holders of the Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System : (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and annual financial statements of Delaware information that would be required to be contained in a filing with the Commission SEC on Forms 10-Q and 10-K if Delaware were the Company was required to file such Formsforms, including, but not limited to, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent accountants. ; and (2) all current reports that would be required to be filed with the SEC on Form 8-K if the Company was required to file such reports. (b) In the event that any direct or indirect parent company of Delaware becomes a guarantor the Company is not required to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company will nevertheless deliver such Exchange Act information to the Trustee and the Holders of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that Notes as if the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior Company were subject to the commencement reporting requirements of Section 13 or 15(d) of the Exchange Offer Act (1) in the case of quarterly reports, within 15 days after the time period specified in the SEC’s rules and regulations and (2) in the case of annual reports, within 30 days after the time period specified in the SEC’s rules and regulations. The posting of such reports, documents and information to the SEC’s or the effectiveness Company’s website shall constitute delivery of such information to the Trustee and the Holders of Notes. In addition, in the event the Company and Cogent Holdco are not required to file reports under Section 13 or 15(d) of the Shelf Registration Statement by Exchange Act, the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent Company will also hold a quarterly conference call with Holders, qualified prospective investors and securities analysts to discuss the financial results of Delaware with holders of information contained in the Notes, beginning with a discussion of annual and quarterly reports required hereunder not later than ten Business Days following the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating time the Company furnishes such reports to the financial results of Parent or Trustee. (c) If the Company has designated as Unrestricted Subsidiaries any of its Subsidiaries(including Subsidiaries that is a Significant Subsidiary or that, when taken together with all other Unrestricted Subsidiaries, would be a Significant Subsidiary, then the quarterly and annual financial information required by this Section 4.13 will include a reasonably detailed presentation (which need not be audited or reviewed by the auditors), either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries. (d) In addition, the Company and the Guarantors have agreed that, for so long as any Notes remain outstanding, they will furnish to the Holders and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4). (e) Notwithstanding the foregoing clauses (a) through (d), for so long as the Company is a wholly owned Subsidiary of Cogent Holdco, the financial statements referred to above may be the financial statements of Cogent Holdco or a Subsidiary so long as reasonably detailed information (which need not be audited or reviewed by the auditors) is provided showing the assets, liabilities and operating results that are not attributable to the Company and its Subsidiaries. (f) The Company will be deemed to have satisfied the information and reporting requirements of Section 4.13(a) with respect to the Holders if (a) the Company or a Subsidiary or a direct or indirect parent has filed such reports containing such information (including the information required pursuant to Section 4.13(e), which, for the avoidance of doubt, need not be filed with the conference call of SEC via XXXXX to the extent it is otherwise provided to Holders pursuant to this Section 4.13) with the SEC via the XXXXX (or a successor) filing system or (b) the Company contemplated or such Subsidiary or such parent has made such reports available electronically (including by posting to a non-public, password-protected website as provided above) pursuant to this Section 4.3). The conference call will 4.13. (g) Delivery of reports, information and documents to the Trustee pursuant to this Section 4.13 is for informational purposes only and the Trustee’s receipt of such shall not be later than five business days constitute constructive notice of any information contained therein or determinable from information contained therein, including the date on Company’s compliance with any of its covenants hereunder (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether or not required by the Commission For so long as any Notes are outstanding, if the Parent shall furnish Guarantor is subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, the Parent Guarantor will deliver to the Holders of NotesTrustee the annual reports, quarterly reports and make available on a public website, or other documents which it is required to file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXXSEC pursuant to Section 13(a) (or 15(d) or any successor system)provision, within 15 days after the time periods specified in date that the Commission’s rules Parent Guarantor files the same with the SEC. If the Parent Guarantor is not subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, and regulations for so long as any Notes are outstanding, the Company will deliver to the Trustee within 15 days of the filing date that would be applicable to a non-accelerated filersfiler at that time pursuant to applicable SEC rules and regulations, all the quarterly and annual financial statements and accompanying Item 303 of Delaware Regulation S‑K (“management’s discussion and analysis of financial condition and results of operations”) disclosure that would be required to be contained in a filing with annual reports on Form 10‑K and quarterly reports on Form 10‑Q, respectively, had the Commission on Forms 10-Q and 10-K if Delaware were required Company been subject to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct Section 13(a) or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement 15(d) of the Exchange Offer Act or the effectiveness of the Shelf Registration Statement by the filing any successor provision. Reports and other documents filed with the SEC via the XXXXX system will be deemed to be delivered to the Trustee as of the exchange offer registration statement time of such filing via XXXXX for purposes of this covenant; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or shelf registration statementnot such information, documents or reports have been filed via XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any amendments theretoinformation contained therein or determinable from information contained therein, in accordance including the Parent Guarantor’s compliance with the requirements any of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call its covenants relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on Notes (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether or not required by the Commission For so long as any Notes are outstanding, if the Parent shall furnish Guarantor is subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, the Parent Guarantor will deliver to the Holders of NotesTrustee the annual reports, quarterly reports and make available on a public website, or other documents which it is required to file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXXSEC pursuant to Section 13(a) (or 15(d) or any successor system)provision, within 15 days after the time periods specified in date that the Commission’s rules Parent Guarantor files the same with the SEC. If the Parent Guarantor is not subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, and regulations for so long as any Notes are outstanding, the Company will deliver to the Trustee within 15 days of the filing date that would be applicable to a non-accelerated filersfiler at that time pursuant to applicable SEC rules and regulations, all the quarterly and annual financial statements and accompanying Item 303 of Delaware Regulation S-K (“management’s discussion and analysis of financial condition and results of operations”) disclosure that would be required to be contained in a filing with the Commission annual reports on Forms 10-Q and Form 10-K if Delaware were required and quarterly reports on Form 10-Q, respectively, had the Company been subject to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct Section 13(a) or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement 15(d) of the Exchange Offer Act or the effectiveness of the Shelf Registration Statement by the filing any successor provision. Reports and other documents filed with the SEC via the XXXXX system will be deemed to be delivered to the Trustee as of the exchange offer registration statement time of such filing via XXXXX for purposes of this covenant; provided, however, that the Trustee shall have no obligation whatsoever to determine whether or shelf registration statementnot such information, documents or reports have been filed via XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any amendments theretoinformation contained therein or determinable from information contained therein, in accordance including the Parent Guarantor’s compliance with the requirements any of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call its covenants relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on Notes (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely exclusively on an Officer’s Certificate).

Provision of Financial Information. Whether or not required by the Commission SEC, so long as any Notes are outstanding, Parent shall the Company will file with the SEC and furnish to Holders of the Notes or cause the Trustee to furnish to the Holders of Notes, and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system), Notes within the time periods specified in the CommissionSEC’s rules and regulations for non-accelerated filers, reporting companies under Section 13 or 15(d) of the Exchange Act: (1) all annual and quarterly and annual financial statements of Delaware that would be information required to be contained in a filing with the Commission SEC on Forms 10-Q K and 10-K if Delaware were required to file such FormsQ, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial statements information only, a report on the annual financial statements, a report on the annual financial statements by Delawarethe Company’s certified independent public accountants. In ; and (2) all current reports required to be filed with the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, SEC on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Form 8-K. Notwithstanding the foregoing, such requirements if the information and reports referred to in this Section 4.18 are filed with the SEC for public availability, the Company shall be deemed satisfied prior to have furnished to the commencement Holders of the Exchange Offer Notes such information and reports on the date that the Company files such information and reports with the SEC. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries, then the quarterly and annual financial information required by this Section 4.18 shall include or the effectiveness be accompanied by a reasonably detailed presentation of the Shelf Registration Statement financial condition and results of operations of the Company and the Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. In addition, whether or not required by the filing SEC, the Company shall file a copy of all of the information and reports referred to in this Section 4.18 with the SEC of for public availability (unless the exchange offer registration statement or shelf registration statementSEC will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. The Company shall also furnish to Holders, securities analysts and any amendments thereto, in accordance with prospective investors upon request the requirements of Form X-00, X-0 or S-3, information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as applicable, with such financial statements that satisfy Regulation S-X of the Notes are not freely transferable under the Securities Act. Parent will The Company shall also hold a quarterly conference call to discuss comply with the financial results other provisions of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating to the financial results of Parent or any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3TIA § 314(a). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference call.

Provision of Financial Information. Whether or not required by the Commission so (a) So long as any Notes are outstanding, Parent shall Wise Intermediate Holdings will have its annual financial statements audited by a nationally recognized firm of independent accountants and will furnish to the Holders of Notes, Trustee and make available on a public website, or file with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX) (or any successor system)Holders, within 45 days from the time periods specified in end of a quarterly period and 90 days from the Commission’s rules and regulations for non-accelerated filersend of Wise Intermediate Holdings’ fiscal year, all quarterly and annual financial statements in a form substantially similar to the form included in the Offering Memorandum prepared in accordance with GAAP and together with a “Management’s Discussion and Analysis of Delaware Financial Condition and Results of Operations” for each such quarter or fiscal year and, with respect to the annual information only, an opinion on the annual financial statements by Wise Intermediate Holdings’ certified independent accountants; provided, however, that (1) such financial statements shall not be required to contain separate financial statements for any Guarantor (if any) other than, only if there are any Guarantors at such time, condensed consolidating footnote disclosure containing information with respect to Guarantors and Subsidiaries that are not guaranteeing the Notes, in each case on an aggregate basis and consistent with the presentation in the Offering Memorandum, (2) such reports shall not be required to comply with the rules, regulations and policies of the SEC with respect to any non-GAAP financial measures contained therein and (3) Wise Intermediate Holdings shall not be required to comply with Section 404 of the Xxxxxxxx-Xxxxx Act of 2002. (b) Wise Intermediate Holdings will distribute such financial statements and such reports (as well as the details regarding the conference call described below) electronically to (a) any Holder, (b) to any beneficial owner of Notes, (c) to any prospective investor who provides their e-mail address to Wise Intermediate Holdings and certifies that they are a QIB or (d) any securities analyst who provides their e-mail address to Wise Intermediate Holdings and certifies that they are a securities analyst. Wise Intermediate Holdings will also hold a quarterly conference call for the Holders of the Notes to discuss such financial information. The conference call will not be later than 10 Business Days from the time that Wise Intermediate Holdings distributes the financial information as set forth above. In addition, Wise Intermediate Holdings will provide to the Trustee and the Holders all current reports that would be required to be contained in a filing filed with or furnished to the Commission SEC on Forms 10-Q and 10Form 8-K if Delaware Wise Intermediate Holdings were required to file or furnish such Formsreports, within 10 days following the occurrence of an event that would be required to be reported thereon; provided that no such current report will be required to be furnished if Wise Intermediate Holdings determines in its good faith judgment that such event is not material to Holders of the Notes. (c) For so long as any of the Notes remain outstanding, Wise Intermediate Holdings will furnish to the Holders and to prospective investors that certify that they are QIBs, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) If Wise Intermediate Holdings has designated any of its Subsidiaries as Unrestricted Subsidiaries, then, to the extent that any such Unrestricted Subsidiary or group of Unrestricted Subsidiaries would (but for its or their being designated as an Unrestricted Subsidiary or Subsidiaries) constitute a Significant Subsidiary or Subsidiaries, the quarterly and annual financial information required by Section 4.13(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and with respect to in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the annual financial statements onlycondition and results of operations of Wise Intermediate Holdings and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of Wise Intermediate Holdings. (e) In addition, a report on notwithstanding the annual foregoing, the financial statements, a report on information and other information and documents required to be provided by Section 4.13(a) may be, rather than those of Wise Intermediate Holdings, those of Opco (so long as Wise Intermediate Holdings and its Subsidiaries (other than Opco and its Subsidiaries) do not conduct, transact or otherwise engage, or commit to conduct, transact or engage, in any business or operation, other than its direct and indirect ownership of all the annual financial statements by Delaware’s certified independent accountants. In the event that Equity Interests in, and its management of, Opco and operations incidental thereto) or any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parentWise Intermediate Holdings; provided that that, if the financial information so furnished relates to Opco or such direct or indirect parent of Wise Intermediate Holdings, the same is accompanied by consolidating information that explains in reasonable detail a reasonably detailed description of the quantitative differences between the information relating to (x) Opco and the Opco Restricted Subsidiaries, on the one hand, and the information relating to Wise Intermediate Holdings and its Restricted Subsidiaries on a stand-alone basis, on the other hand and/or (y) such parent, on the one hand, and the information relating to Delaware Wise Intermediate Holdings and its Restricted Subsidiaries on a standalone stand-alone basis, on the other hand, as applicable. Notwithstanding To the foregoingextent financial information, such requirements including any financial statements, of Opco or any direct or indirect parent of Wise Intermediate Holdings are substituted for those of Wise Intermediate Holdings in reliance on the foregoing sentence, the references in this Indenture to any financial statements of Wise Intermediate Holdings shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, in accordance with the requirements of Form X-00, X-0 or S-3, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning with a discussion of the quarter ending October 31, 2009. Such conference call may be part of or separate from any conference call relating refer to the financial results statements of Parent Opco or such direct or indirect parent of Wise Intermediate Holdings. From the Closing Date, the financial statements, information and other information to be provided pursuant to Section 4.13(a) shall be those of Opco unless and until the Issuers deliver written notice to the Trustee that such financial statements, information and other information to be provided shall be those of a different entity pursuant to this Section 4.13(e). (f) Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt thereof will not constitute constructive notice of any information contained therein, including the Issuers’ compliance with any of its Subsidiaries(including for the avoidance of doubt, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on covenants in this Indenture (as to which the financial information of Delaware Trustee is filed or otherwise made available entitled to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue a press release to the appropriate wire services announcing the time, date and access details of such conference callrely on exclusively on an Officers’ Certificate).

Provision of Financial Information. Whether or not required by (a) The Company shall provide the Commission so long as any Notes are outstanding, Parent shall furnish to the Holders of Notes, and make available on a public website, or file Trustee with the Commission through the Commission’s IDEA System (f/k/a/ XXXXX1) (or any successor system), within the time periods specified in the Commission’s rules and regulations for non-accelerated filers, all quarterly and its annual financial statements of Delaware that would be required to be contained in a filing with and related notes thereto for the Commission on Forms 10-Q and 10-K if Delaware were required to file such Forms, and with respect to the annual financial statements only, a report on the annual financial statements, a report on the annual financial statements by Delaware’s certified independent accountants. In the event that any direct or indirect parent company of Delaware becomes a guarantor of the Master Lease, Parent may satisfy its obligations under this Section 12.3 by furnishing financial statements with respect to such parent; provided that the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to Delaware and its Restricted Subsidiaries on a standalone basis, on the other hand. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the commencement of the Exchange Offer or the effectiveness of the Shelf Registration Statement by the filing with the SEC of the exchange offer registration statement or shelf registration statement, and any amendments thereto, most recent fiscal year prepared in accordance with the requirements of Form X-00GAAP, X-0 or S-3together with an audit report thereon, as applicable, with such financial statements that satisfy Regulation S-X of the Securities Act. Parent will also hold a quarterly conference call to discuss the financial results of Delaware with holders of the Notes, beginning together with a discussion of the quarter ending October 31"Results of Operations and Liquidity" for such fiscal years prepared in a manner substantially consistent with the "Management's Discussion and Analysis of Financial Conditions and Results of Operations" appearing herein, 2009. Such conference call may be part a description of or separate "Related Party Transactions" and a "Description of Other Indebtedness," within 120 days of the end of each fiscal year; provided, however, that the filing of a Form 20-F with the Commission will fulfill the content requirements of this clause (1); and (2) quarterly financial information as of and for the period from any conference call relating the beginning of each year to the financial close of each quarterly period (other than the fourth quarter), together with comparable information for the corresponding period of the preceding year, and a summary "Management's Discussion and Analysis of Financial Conditions and Results of Operations" providing a brief discussion of the results of Parent or any of its Subsidiaries(including operations for the avoidance period within 60 days following the end of doubtthe fiscal quarter. (b) To the extent that the Company is not then filing reports pursuant to Section 13 or 15(d) of the Exchange Act, contemporaneously with the provision of each report discussed above, the conference call of the Company contemplated by Section 4.3). The conference call will not be later than five business days from the date on which the financial information of Delaware is filed or otherwise made available to holders of the Notes in accordance with this Indenture. No fewer than two days prior to the conference call, Parent shall issue also file a press release to with the appropriate internationally recognized wire services announcing with respect to such report and post such press release on the timeCompany's website. (c) If and so long as the Notes are listed on the Luxembourg Stock Exchange, date and access details copies of such conference callreports shall also be available at the specified office of the Paying Agent and transfer agent in Luxembourg. (d) In addition, so long as the Notes remain outstanding and during any period when the Issuer or the Company is not subject to Section 13 or 15(d) of the Exchange Act nor exempt therefrom pursuant to Rule 12g3-2(b), the Company will furnish to any Holder or beneficial owner of Notes initially offered and sold in the United States to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act of 1933 pursuant to such rule and any prospective purchaser in the United States designated by such Holder or beneficial owner, upon request, any information required to be delivered pursuant to Rule 144A(d)(4) under the U.S. Securities Act of 1933.