Common use of Provision of Financial Statements and Other Information Clause in Contracts

Provision of Financial Statements and Other Information. Whether or not the Company is subject to Section 13(a) or 15(d) of the Exchange Act, the Company will, to the extent permitted under the Exchange Act, file with the Commission the annual reports, quarterly reports and other documents which the Company would have been required to file with the Commission pursuant to Section 13(a) or 15(d) if the Company were so subject, such documents to be filed with the Commission on or prior to the date (the “Required Filing Date”) by which the Company would have been required so to file such documents if the Company were so subject. The Company will also in any event (a) within 15 days of each Required Filing Date file with the Trustee copies of the annual reports, quarterly reports and other documents which the Company would have been required to file with the Commission pursuant to Section 13(a) or 15(d) of the Exchange Act if the Company were subject to either of such Sections and (b) if filing such documents by the Company with the Commission is not permitted under the Exchange Act, promptly upon written request and payment of the reasonable cost of duplication and delivery, supply copies of such documents to any prospective holder at the Company’s cost. If any Guarantor’s, if any, financial statements would be required to be included in the financial statements filed or delivered pursuant to this Indenture if the Company were subject to Section 13(a) or 15(d) of the Exchange Act, the Company shall include such Guarantor’s financial statements in any filing or delivery pursuant to this Indenture. In addition, so long as any of the Securities remain outstanding, the Company will make available to any prospective purchaser of Securities or beneficial owner of Securities in connection with any sale thereof the information required by Rule 144A(d)(4) under the Securities Act, until such time as the Company has either exchanged the Securities for securities identical in all material respects which have been registered under the Securities Act or until such time as the holders thereof have disposed of such Securities pursuant to an effective registration statement under the Securities Act. Any document or report that the Company files with the SEC via the Commission’s XXXXX system shall be deemed to be filed with the Trustee and mailed to all Holders for purposes of this Section 10.18 at the time such documents are filed via the XXXXX system. In addition, the Company shall hold a quarterly and an annual conference call to discuss the information contained in the quarterly reports and the annual reports described in this Section 10.18 not later than 15 days from the time the Company furnishes such reports to the Trustee; provided that the Company shall be deemed to have satisfied this obligation by holding such quarterly or annual conference call to discuss such information with the holders of its equity securities, to the extent that no fewer than three Business Days prior to the date of such conference call, the Company shall have announced the time and date of such conference call and directed the holders or beneficial owners of, and prospective investors in, the Securities and securities analysts and market makers to contact an individual at the Company (for whom contact information shall be provided in such press release) to obtain such financial reports and information on how to access such conference call. 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 information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to conclusively rely exclusively on Officers’ Certificates).

Provision of Financial Statements and Other Information. Whether or not (a) Subject to clause (b) hereof, the Company shall deliver to the Trustee (including sufficient copies to be delivered to the Holders by the Trustee as promptly as reasonably practicable) and each prospective holder of Notes within 15 calendar days after the filing of the same with the Commission, copies of the quarterly and annual reports and other reports, if any, which the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or pursuant to this Section 4.02; provided, however, that the Company will deliver to the Trustee comparable information with respect to the fiscal quarter preceding the Issue Date on or prior to June 15, 1998. At all times when the Company is not subject to the reporting requirements of Section 13(a) 13 or 15(d) of the Exchange Act, the Company willwill nonetheless file with the Commission, to the extent permitted under by the Exchange ActCommission, file and irregardless of any such filing provide the Trustee within 15 calendar days of the filing thereof with the Commission (or within 15 calendar days of when filing would ordinarily be required if not then permitted) (including sufficient copies to be delivered to the Holders by the Trustee as promptly as reasonably practicable) with such quarterly and annual reports, quarterly reports and other documents which the Company would have been required to file with the Commission pursuant to Section 13(a) or 15(d) if the Company were so subject, such documents to be filed with the Commission on or prior to the date (the “Required Filing Date”) by which the Company would have been required so to file such documents if the Company were so subject. The Company will also reports specified in any event (a) within 15 days of each Required Filing Date file with the Trustee copies of the annual reports, quarterly reports Sections 13 and other documents which the Company would have been required to file with the Commission pursuant to Section 13(a) or 15(d) of the Exchange Act if the Company were subject to either of such Sections and (b) if filing such documents by the Company with the Commission is not permitted under the Exchange Act, promptly upon written request and payment of the reasonable cost of duplication and delivery, supply copies of such documents to any prospective holder at the Company’s cost. If any Guarantor’s, if any, financial statements would be required to be included in the financial statements filed or delivered pursuant to this Indenture if the Company were subject to Section 13(a) or 15(d) of the Exchange Act. The Company will also make such reports available to prospective investors, the Company shall include such Guarantor’s financial statements in any filing or delivery pursuant to this Indenturesecurities analysts and broker-dealers upon their request. In addition, for so long as any of the Securities Notes remain outstanding, the Company will make available furnish to any the holders of Notes and to securities analysts and prospective purchaser of Securities or beneficial owner of Securities in connection with any sale thereof investors, upon their request, the information required by to be delivered pursuant to Rule 144A(d)(4) under the Securities Act, until such time as the Company has either exchanged the Securities for securities identical in all material respects which have been registered under the Securities Act or until such time as the holders thereof have disposed and, to any beneficial holder of such Securities pursuant to an effective registration statement under the Securities Act. Any document or report that the Company files with the SEC via Notes, if not obtainable from the Commission’s XXXXX system shall be deemed to , information of the type that would be filed with the Trustee and mailed Commission pursuant to all Holders for purposes the foregoing provisions upon the request of any such Holder. Upon qualification of this Section 10.18 at Indenture under the time such documents are filed via the XXXXX system. In additionTIA, the Company shall hold a quarterly and an annual conference call to discuss the information contained in the quarterly reports and the annual reports described in this Section 10.18 not later than 15 days from the time the Company furnishes such reports to the Trustee; provided that the Company Subsidiary Guarantors shall be deemed to have satisfied this obligation by holding such quarterly or annual conference call to discuss such information also comply with the holders provisions of its equity securities, to the extent that no fewer than three Business Days prior to the date of such conference call, the Company shall have announced the time and date of such conference call and directed the holders or beneficial owners of, and prospective investors in, the Securities and securities analysts and market makers to contact an individual at the Company (for whom contact information shall be provided in such press release) to obtain such financial reports and information on how to access such conference call. 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 information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to conclusively rely exclusively on Officers’ CertificatesTIA Section 314(a).