Common use of Quarterly Financials Clause in Contracts

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal year, (a) the consolidated and consolidating balance sheets of Lessee and its Subsidiaries as at the end of such fiscal quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee and its Subsidiaries for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12)), all in reasonable detail and certified by the chief financial officer of Lessee that they fairly present the financial condition of Lessee and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);

Quarterly Financials. (a) as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustmentsadjustments and the absence of footnote disclosure, and (b) within 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year, a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter; provided it being understood and agreed that the delivery of Lessee's Company’s Form 10-Q for such fiscal quarter promptly following the filing thereof with the Securities and Exchange Commission shall be deemed to satisfy the delivery requirements of set forth in this subsection 6(a)(2clause (subject to the time periods set forth in this clause (ii));

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearthe first three Fiscal Quarters, (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a written analysis or narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation reasonably satisfactory to senior management for such fiscal quarter Administrative Agent and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearthe first three Fiscal Quarters, (a) the consolidated and consolidating balance sheets sheet of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, adjustments and (b) a written analysis or narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter be agreed upon by Administrative Agent and Company and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter; provided that that, prior to the delivery of Lessee's Form 10the audited year-Q end financial statements for such fiscal quarter Fiscal Year 2006, the financial statements provided for in this clause (ii) shall be deemed subject to satisfy the requirements of this subsection 6(a)(2)Restatement and Related Matters;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter Fiscal Quarter of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter and (c) a Borrowing Base Certificate;

Quarterly Financials. as As soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (ai) the consolidated and consolidating balance sheets sheet of Lessee the Parent and its Subsidiaries as at the end of such fiscal quarter period and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee the Parent and its Subsidiaries for such fiscal quarter period and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterperiod, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current Fiscal Year, to the extent prepared for such fiscal year delivered pursuant to subsection 6(a)(12))period, all in reasonable detail and certified by the chief financial officer of Lessee the Parent that they were prepared in accordance with GAAP and fairly present present, in all material respects, the financial condition of Lessee the Parent and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee the Parent and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter period and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)period;

Quarterly Financials. as As soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year and within 90 days after the end of the fourth Fiscal Quarter of each Fiscal Year, (ai) the consolidated and consolidating balance sheets of Lessee the Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee the Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee the Borrower that they fairly present present, in all material respects, the financial condition of Lessee the Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee the Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available practicable and in any event within 45 days after the end of each fiscal Fiscal Quarter, other than quarters which are the last quarter of each fiscal yearin a Fiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Holdings and its Subsidiaries Company as at the end of such fiscal quarter period and the related consolidated and consolidating statements of income, stockholders' equity income and cash flows of Lessee Holdings and its Subsidiaries Company for the period from the beginning of the then current Fiscal Year to the end of such fiscal quarter Fiscal Quarter and (b) a statement setting forth sales and EBIT data by Reporting Unit for the last month of such Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each the case of the statements described in clauses (a) and (b) above in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and, with respect to the consolidated statements of income and the statement of sales and EBIT data by Reporting Unit, the corresponding figures from the consolidated plan and financial forecast for the current fiscal year Fiscal Year delivered pursuant to subsection 6(a)(12)5.1(x), all in reasonable detail and certified by the chief accounting officer, the chief financial officer officer, the treasurer, an assistant treasurer, the controller or an assistant controller of Lessee Company that they fairly present the consolidated financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the consolidated results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, adjustment and (b) insofar as related to Reporting Units based on Company’s normal accounting procedures applied on a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)consistent basis;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter Fiscal Quarter (other than the fourth Fiscal Quarter of each fiscal yearany Fiscal Year), commencing with the Fiscal Quarter ending on June 30, 2007, (a) the consolidated and consolidating balance sheets of Lessee and its Subsidiaries the Borrower Entities, as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity income and statement of cash flows of Lessee and its Subsidiaries the Borrower Entities for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth forth, in each the case of statements of income only, in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12)Fiscal Year (if any), all prepared in accordance with GAAP and in reasonable detail and certified by a Responsible Officer of the chief financial officer of Lessee Borrowers that they fairly present present, in all material respects, the financial condition of Lessee and its Subsidiaries the Borrower Entities as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, ; and (b) a narrative report describing the operations of Lessee and its Subsidiaries the Borrower Entities, in the form prepared for presentation to senior management each case, for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery Fiscal Quarter, which report shall include a summary describing material changes to the status, as of Lessee's Form 10-Q for the end of such fiscal quarter shall be deemed Fiscal Quarter, of Entitlements and other Governmental Authorizations related to satisfy the requirements of this subsection 6(a)(2)Real Property Collateral;

Quarterly Financials. as As soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (ai) the consolidated and consolidating balance sheets sheet of Lessee the Parent and its Subsidiaries as at the end of such fiscal quarter period and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee the Parent and its Subsidiaries for such fiscal quarter period and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterperiod, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current Fiscal Year, to the extent prepared for such fiscal year delivered pursuant to subsection 6(a)(12))period, all in reasonable detail and certified by the chief financial officer of Lessee the Parent that they were prepared in accordance with GAAP and fairly present present, in all material respects, the financial condition of Lessee the Parent and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee the Parent and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter period and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterperiod; provided that delivery of Lessee's Form 10-Q provided, that, for the Fiscal Quarter ending September 30, 2010, (A) the Parent may deliver separate consolidated financial statements and narrative reports for (1) the Parent and its Subsidiaries and (2) the Company and its Subsidiaries and (B) such fiscal quarter financial statements and narrative report for the Company and its Subsidiaries shall be deemed to satisfy delivered as soon as available and within 75 days after the requirements end of this subsection 6(a)(2)such Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within the earlier of (a) 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year and (b) if Borrower is a public reporting company at such time, such earlier date as the Securities and Exchange Commission requires the filing of such information (or, if Borrower is required to file such information on a Form 10-Q with the Securities and Exchange Commission, promptly following such filing), (a) the consolidated and consolidating balance sheets sheet of Lessee Parent and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity operations and cash flows of Lessee Parent and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Parent that they fairly present present, in all material respects, the financial condition of Lessee Parent and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Parent and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided Fiscal Quarter (it being understood that the foregoing requirements may be satisfied by delivery of Lessee's Borrower’s report to the Securities and Exchange Commission on Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2Q);

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (ai) the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets sheet of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the Borrower’s chief financial officer, chief executive officer, vice president of finance or other Officer designated by such chief financial officer of Lessee or chief executive officer that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end audit adjustments, and (b) a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of 63 Credit Agreement income, stockholders' ’ equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, ; and (b) a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided Fiscal Year (it being understood that delivery of Lessee's the narrative report as contained in Borrower’s regular and periodic reports on Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements sufficient for purposes of this subsection 6(a)(2clause (b));

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter Fiscal Quarter (other than the last Fiscal Quarter of each fiscal yearFiscal Year), (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity income and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and Fiscal Year or, in the case of consolidated balance sheets, the corresponding figures from as of the consolidated plan and financial forecast for end of the current fiscal year delivered pursuant to subsection 6(a)(12))preceding Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Holdings that they fairly present present, in all material respects, the consolidated financial condition of Lessee Holdings and its Subsidiaries Subsidiaries, as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, adjustments and the absence of footnotes and (b) a narrative report describing management’s discussion and analysis of the financial condition and results of operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided Fiscal Quarter (it being understood that the delivery by Holdings of Lessee's quarterly reports on Form 10-Q for such fiscal quarter of Holdings and its consolidated Subsidiaries shall be deemed to satisfy the requirements of this subsection 6(a)(26.1(ii));

Quarterly Financials. as soon as available and in any event within 45 50 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) (i) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter and Fiscal Quarter, (ii) the related consolidated and consolidating statements statement of income, stockholders' equity and cash flows income of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter and (iii) the related consolidated statements of stockholders’ equity and cash flows of Holdings and its Subsidiaries for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided Fiscal Quarter (it being understood that delivery the information required by this Section 6.1(iii) may be furnished in the form of Lessee's a Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2Q);

Quarterly Financials. as As soon as available and in any event within 45 forty-five (45) days after the end of each fiscal quarter (other than the last quarter of each any fiscal year), the Issuer shall deliver: (aA) the consolidated and consolidating balance sheets sheet of Lessee the Issuer and its Subsidiaries (if any) as at the end of such fiscal quarter and the related consolidated and consolidating statements of incomeoperations, stockholders' shareholders’ equity and cash flows of Lessee and its Subsidiaries for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))5.2(a)(3)(iv) of this Section 5.2, all in reasonable detail and certified by the chief financial officer of Lessee the Issuer that they present fairly present the consolidated financial condition of Lessee the Issuer and its Subsidiaries (if any) as at the dates indicated and the results of their operations operations, shareholders’ equity and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bB) a narrative report describing schedule of the operations outstanding Indebtedness for borrowed money of Lessee the Issuer and its Subsidiaries (if any) describing in reasonable detail each such debt issue or loan outstanding and the form prepared for presentation principal amount (excluding original issue discount) and amount of accrued and unpaid interest with respect to senior management for each such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);debt issue or loan.

Quarterly Financials. as soon as available and in any event within 45 60 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee the Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's such financial statements and certificates for any Fiscal Quarter shall be deemed delivered to the Administrative Agent and Lenders hereunder at the time Company files with the Securities and Exchange Commission its quarterly report on Form 10-Q for such fiscal quarter shall be deemed to satisfy that Fiscal Quarter, accompanied by the requirements certifications required under Sections 302 and 906 of this subsection 6(a)(2)the Sarbanes Oxley Act of 2002;

Quarterly Financials. as As soon as available and in any event within 45 days after the end close of each of the first three fiscal quarter of quarters in each fiscal yearyear of Company, (a) to the extent prepared to comply with SEC requirements, a copy of Company’s report on SEC Form 10-Q filed with the SEC for such fiscal quarter, or, if no such Form 10-Q was filed by Company, the unaudited consolidated and consolidating condensed balance sheets sheet of Lessee Company and its Subsidiaries as at the end of such fiscal quarter and quarter, the related unaudited consolidated and consolidating condensed statements of income, stockholders' equity and cash flows income of Lessee Company and its Subsidiaries for such fiscal quarter and for the period from the beginning elapsed portion of the then current fiscal year to ended as of the end of such fiscal quarter and the related unaudited consolidated condensed statement of cash flows of Company and its Subsidiaries for the elapsed portion of the fiscal year ended as of the end of such fiscal quarter, setting forth in each case in setting forth the comparative form the corresponding consolidated figures for the corresponding periods in the prior fiscal year of Company or, in the case of such consolidated balance sheet, for the last day of the previous corresponding fiscal quarter in the prior fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))of Company, all in reasonable detail and of which shall be certified by the chief financial officer of Lessee that they Company as fairly present presenting in all material respects the consolidated financial condition of Lessee Company and its Subsidiaries as at the respective dates indicated and the results of their consolidated operations and their cash flows for each of the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);

Quarterly Financials. as As soon as available and in any event within 45 forty-five (45) days after the end of each fiscal quarter Fiscal Quarter (other than the last Fiscal Quarter of each fiscal yearFiscal Year), with respect to the Consolidated Companies (ai) the consolidated and consolidating balance sheets thereof as of Lessee and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity equity, and cash flows of Lessee and its Subsidiaries thereof for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated financial plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present the financial condition of Lessee and its Subsidiaries the Consolidated Companies, as at of the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee and its Subsidiaries thereof in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearFiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter and, commencing Fiscal Year 2001, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Holdings that they fairly present present, in all material respects, the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter; provided that delivery of Lessee's Holdings' Form 10-Q for such fiscal quarter Fiscal Quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2clause (b);

Quarterly Financials. as soon as available and in any event within 45 60 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year and, with respect to the fourth Fiscal Quarter of each Fiscal Year, concurrently with the delivery of financial statements pursuant to subdivision (iii) below, (a) the consolidated and consolidating balance sheets sheet of Lessee and its Subsidiaries Borrower as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' partners’ equity and cash flows of Lessee and its Subsidiaries Borrower for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year Fiscal Year delivered pursuant to subsection 6(a)(12)Section 6.1(xiii), all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present the financial condition of Lessee and its Subsidiaries Borrower as at the dates indicated and the results of their its operations and their its cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form report, if any is prepared for presentation to senior management management, describing the operations of Borrower in the form so prepared for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearFiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter, Fiscal Quarter and setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Budget for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Holdings that they fairly present present, in all material respects, the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter; provided that delivery of LesseeBorrower's Form 10-Q for such fiscal quarter Fiscal Quarter (if any) shall be deemed to satisfy the requirements of this subsection 6(a)(2clause (b);

Quarterly Financials. as As soon as available and in any event within 45 days after the end close of each of the first three fiscal quarter of quarters in each fiscal yearyear of Company, (a) to the extent prepared to comply with SEC requirements, a copy of Company’s report on SEC Form 10-Q filed with the SEC for such fiscal quarter, or, if no such Form 10-Q was filed by Company, the unaudited consolidated and consolidating condensed balance sheets sheet of Lessee Company and its Subsidiaries as at the end of such fiscal quarter and quarter, the related unaudited consolidated and consolidating condensed statements of income, stockholders' equity and cash flows income of Lessee Company and its Subsidiaries for such fiscal quarter and for the period from the beginning elapsed portion of the then current fiscal year to ended as of the end of such fiscal quarter and the related unaudited consolidated condensed statement of cash flows of Company and its Subsidiaries for the elapsed portion of the fiscal year ended as of the end of such fiscal quarter, setting forth in each case in setting forth the comparative form the corresponding consolidated figures for the corresponding periods in the prior fiscal year of Company or, in the case of such consolidated balance sheet, for the last day of the previous corresponding fiscal quarter in the prior fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))of Company, all in reasonable detail and of which shall be certified by the chief financial officer of Lessee that they Company as fairly present presenting the consolidated financial condition of Lessee Company and its Subsidiaries as at the respective dates indicated and the results of their consolidated operations and their cash flows for each of the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearFiscal Quarter, (a) the consolidated and consolidating balance sheets of Lessee Parent and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Parent and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Parent and Borrower that they fairly present present, in all material respects, the financial condition of Lessee Parent and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Parent and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within (x) 45 days after the end of each fiscal quarter Fiscal Quarter (other than each fourth Fiscal Quarter), or (y) 90 days after the end of each fiscal yearfourth Fiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer senior director of Lessee finance of Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) if requested by Administrative Agent, a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 50 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) (i) the consolidated and consolidating balance sheets sheet of Lessee Company and its Subsidiaries as at the end of such fiscal quarter and Fiscal Quarter, (ii) the related consolidated and consolidating statements statement of income, stockholders' equity and cash flows income of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter and (iii) the related consolidated statements of stockholders’ equity and cash flows of Company and its Subsidiaries for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as As soon as available and in any event within 45 days after the end of each fiscal Fiscal Quarter, commencing with the quarter ending on or about September 30, 2003, a Consolidated balance sheet of the Company and its Subsidiaries, in each case as of the end of such quarter and Consolidated statements of income and, in the case of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) cash flow of the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as Subsidiaries, in each case for the period commencing at the end of such fiscal the previous quarter and ending with the related consolidated end of such quarter and consolidating Consolidated statements of income, stockholders' equity income and cash flows flow of Lessee the Company and its Subsidiaries for such fiscal quarter and for the period from commencing at the beginning end of the then current fiscal year to previous Fiscal Year and ending with the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods month and Fiscal Year-to-date period of the previous fiscal year preceding Fiscal Year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year corresponding quarter and Fiscal Year-to-date period of the annual forecast previously delivered pursuant to subsection 6(a)(12)Section 5.03(e), all in reasonable detail and duly certified by a Responsible Officer, together with (i) a certificate of a Responsible Officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the chief financial officer of Lessee that they fairly present the financial condition of Lessee and its Subsidiaries as at the dates indicated nature thereof and the results of their operations action that the Company has taken and their cash flows for the periods indicated, subject proposes to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quartertake with respect thereto; provided that delivery to the extent that the Company modifies the presentation of Lessee's Form 10-Q the financial statements referred to herein to eliminate the line item “Operating profit (loss)”, thereafter in addition to providing the financial statements referred to herein the Company shall also set forth in the certificate to be delivered in accordance with Section 5.03(c) for such fiscal quarter shall be deemed to satisfy each Fiscal Quarter the requirements operating income and expenses for the respective Fiscal Quarter computed on the same basis as the calculation of this subsection 6(a)(2);operating profit (loss) as of the date hereof.

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within (x) 45 days after the end of each fiscal quarter Fiscal Quarter (other than each fourth Fiscal Quarter), or (y) 90 days after the end of each fiscal yearfourth Fiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer senior director of Lessee finance or vice president of finance of Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, ,and (b) if requested by Administrative Agent, a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each of the first three fiscal quarter quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter and the related consolidated and consolidating statements statement of income, stockholders' equity and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter, setting forth in each case for the fiscal quarters subsequent to the completion of the audited financial statements for the Fiscal Year ending December 31, 2003 in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Holdings that they fairly present the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) after the filing of Holdings' first 10-Q following the Restatement Effective Date, a narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; , provided that delivery of Lessee's Form Holdings' 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);

Quarterly Financials. as As soon as available and in any event within 45 forty-five (45) days after the end of each fiscal quarter Fiscal Quarter (other than the last Fiscal Quarter of each fiscal yearFiscal Year), with respect to the Consolidated Companies (ai) the consolidated and consolidating balance sheets thereof as of Lessee and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity ’ equity, and cash flows of Lessee and its Subsidiaries thereof for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated financial plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present the financial condition of Lessee and its Subsidiaries the Consolidated Companies, as at of the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (bii) a narrative report describing the operations of Lessee and its Subsidiaries thereof in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal yearFiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Company and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Company and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Company and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter Fiscal Quarter of each fiscal yearFiscal Year, (a) the consolidated and consolidating balance sheets of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)Fiscal Quarter and (c) a Borrowing Base Certificate;

Quarterly Financials. (a) as soon as available and in any event within 45 days after the end of each fiscal quarter of the first three Fiscal Quarters of each fiscal yearFiscal Year, (a) the consolidated and consolidating Consolidated balance sheets of Lessee Borrower and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating Consolidated statements of income, stockholders' ’ equity and cash flows of Lessee Borrower and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12))Fiscal Year, all in reasonable detail and certified by the chief financial officer of Lessee Borrower that they fairly present present, in all material respects, the financial condition of Lessee Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustmentsadjustments and the absence of footnote disclosure, and (b) within 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year, a narrative report describing the operations of Lessee Borrower and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter; provided it being understood and agreed that the delivery of Lessee's Borrower’s Form 10-Q for such fiscal quarter promptly following the filing thereof with the Securities and Exchange Commission shall be deemed to satisfy the delivery requirements of set forth in this subsection 6(a)(2clause (subject to the time periods set forth in this clause (ii));

Quarterly Financials. as soon as available and in any event within 45 60 days after the end of each fiscal quarter of each fiscal yearFiscal Quarter, (a) the consolidated and consolidating balance sheets sheet of Lessee Holdings and its Subsidiaries as at the end of such fiscal quarter Fiscal Quarter and the related consolidated and consolidating statements of income, stockholders' ’ equity and cash flows of Lessee Holdings and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarterFiscal Quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year Fiscal Year and the corresponding figures from the consolidated plan and financial forecast Financial Plan for the current fiscal year delivered pursuant Fiscal Year, to subsection 6(a)(12))the extent prepared for such Fiscal Quarter, all in reasonable detail reasonably satisfactory to Administrative Agent and certified by the chief financial officer of Lessee Company that they fairly present present, in all material respects, the financial condition of Lessee Holdings and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee Holdings and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter Fiscal Quarter and for the period from the beginning of the then current fiscal year Fiscal Year to the end of such fiscal quarter; provided that provided, however, that, so long as Holdings is required to file reports under Section 13 of the Exchange Act, the requirements of this paragraph shall be deemed satisfied (including the requirements to deliver monthly financial statements) by the delivery of Lessee's the quarterly financials of Holdings on Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements relevant Fiscal Quarter, signed by the duly authorized officer or officers of this subsection 6(a)(2)Holdings;

Quarterly Financials. as soon as available and in any event within 45 days after the end of each fiscal quarter of each fiscal year, (a) the consolidated and consolidating balance sheets of Lessee and its Subsidiaries as at the end of such fiscal quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee and its Subsidiaries for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter, setting forth in each case in comparative form the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12)), all in reasonable detail and certified by the chief financial fi- nancial officer of Lessee that they fairly present the financial condition of Lessee and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2);

Quarterly Financials. as soon as available and in any event within 45 forty-five (45) days after the end of each fiscal quarter of the first three Fiscal Quarters, consolidated financial information regarding the Company and its Subsidiaries, certified by the Chief Financial Officer of the Company, including (A) unaudited balance sheets as of the close of such Fiscal Quarter and the related statements of income and cash flow for that portion of the Fiscal Year ending as of the close of such Fiscal Quarter and (B) unaudited statements of income and cash flows for such Fiscal Quarter, in each fiscal case setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year, -end adjustments). Such financial information shall be accompanied by the certification of the Chief Financial Officer of the Company that such financial information presents fairly in accordance with GAAP (asubject to normal year-end adjustments) the consolidated financial position, results of operations and consolidating balance sheets statements of Lessee cash flows of the Company and its Subsidiaries Subsidiaries, on a consolidated basis, as at the end of such fiscal quarter and the related consolidated and consolidating statements of income, stockholders' equity and cash flows of Lessee and its Subsidiaries for such fiscal quarter Fiscal Quarter and for the period from then ended. In addition, the beginning of the then current fiscal year Company shall deliver to each Qualified Purchaser, within forty-five (45) days after the end of such fiscal quartereach of the first three Fiscal Quarters, setting forth in each case in comparative form a management discussion and analysis which includes a comparison to budget for that Fiscal Quarter and a comparison of performance for that Fiscal Quarter to the corresponding figures for the corresponding periods of the previous fiscal year and the corresponding figures from the consolidated plan and financial forecast for the current fiscal year delivered pursuant to subsection 6(a)(12)), all in reasonable detail and certified by the chief financial officer of Lessee that they fairly present the financial condition of Lessee and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments, and (b) a narrative report describing the operations of Lessee and its Subsidiaries period in the form prepared for presentation to senior management for such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter; provided that delivery of Lessee's Form 10-Q for such fiscal quarter shall be deemed to satisfy the requirements of this subsection 6(a)(2)prior year;