Common use of Reporting and Notices Clause in Contracts

Reporting and Notices. The Obligors shall provide the following reporting and notices to the Agent (for further distribution to the Funds) and the CS Pension Fund: (a) [Reserved]; (b) promptly, but in any event no later than the seventh Business Day following receipt or delivery of the same, a copy of any notice of the occurrence of any Event of Default (as defined in the Senior Credit Facility, the Convertible Facilities or the 2011 ABL Agreement, as applicable) under the Senior Credit Facility, the Convertible Facilities or the 2011 ABL Agreement, as applicable; (c) promptly, but in any event no later than the seventh Business Day following any Responsible Officer of the Obligors becoming aware thereof, written notice of any Default or Event of Default hereunder; (d) promptly, written notice that the 13-Week Cash Flow Projections and related variance reports are no longer required to be delivered to the Senior Administrative Agent (and Agent and Fund may conclusively rely thereon until such time as the Primary Obligors may be required to resume delivery of such 13-Week Cash Flow Projections and related variance reports in accordance herewith); (e) within 30 days after the end of each of the first two months in any fiscal quarter of Parent, Parent’s unaudited consolidated balance sheet and related unaudited statements of operations and cash flows as of the end of and for such fiscal month and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, subject to normal year-end audit adjustments and the absence of footnotes; (f) on or before the fifth Business Day of each fiscal month, commencing on the fifth business day of July 2009, projections of the weekly cash flows for the 13-week period commencing on the first day of such fiscal month (the “13-Week Cash Flow Projections”) which (i) reflect the Parent’s and its Domestic Subsidiaries’ (as defined in the Senior Credit Facility) consolidated projected cash receipts and cash expenditures for their corporate and other operations and (ii) contain comments of management of the Parent and, if then engaged, comments of the Parent’s Financial Advisor (as defined in the Senior Credit Facility); provided that, Primary Obligors only shall be obligated to provide such 13-Week Cash Flow Projection and commentary to the Agent and Funds so long as the Parent is required to deliver such 13-Week Cash Flow Projections and commentary to the Senior Administrative Agent; (g) on or before the fifth Business Day of each fiscal month commencing on the fifth Business Day of August 2009, to the extent that the Primary Obligors are providing the 13-Week Cash Flow Projection, a variance report reflecting on a line-item basis the actual disbursements and receipts for the previous calendar month and the percentage variance of such actual results from those projected for such previous calendar month on the most current 13-Week Cash Flow Projections delivered under the terms of this Agreement prior to such date; provided that, Primary Obligors only shall be obligated to provide such variance report to the Agent and Funds so long as the Parent is required to deliver such variance report to the Senior Administrative Agent; and (h) promptly, but in any event no later than one Business Day following delivery of the same, written notice of delivery of financial statements described in Section 2.03(b) hereof to the Lenders under (and as defined in) the Senior Credit Facility.

Reporting and Notices. The Obligors shall provide the following reporting and notices to the Agent (for further distribution to the Funds) and the CS Pension Fund: (a) [Reserved]; (b) promptlyPromptly, but in any event no later than the seventh Business Day following receipt or delivery of the same, a copy of any notice of the occurrence of any Event of Default (as defined in the Senior Credit Facility or ABL Credit Facility, the Convertible Facilities or the 2011 ABL Agreement, as applicable) ), under the Senior Credit Facility, the Convertible Facilities Facility or the 2011 ABL AgreementCredit Facility, as applicable; (cb) promptly, but in any event no later than the seventh Business Day following any Responsible Officer of the Obligors becoming aware thereof, written notice of any Default or Event of Default hereunder; (d) promptly, written notice that the 13-Week Cash Flow Projections and related variance reports are no longer required to be delivered to the Senior Administrative Agent (and Agent and Fund may conclusively rely thereon until such time as the Primary Obligors may be required to resume delivery of such 13-Week Cash Flow Projections and related variance reports in accordance herewith); (ec) within 30 90 days after the end of each fiscal year of the first two months in any Parent (beginning with the fiscal quarter of Parentyear ending December 31, Parent’s unaudited 2013), a consolidated balance sheet of the Parent and its subsidiaries as at the end of such fiscal year, and the related unaudited consolidated statements of operations operations, changes in shareholders’ equity and cash flows as of the end of and for such fiscal month and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period previous fiscal year, all in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of KPMG LLP, any other independent registered public accounting firm of nationally recognized standing or periods of any other independent registered public accounting firm approved by the Agent (or, in at the case direction of the balance sheetMajority Funds) (such approval not to be unreasonably withheld, delayed or conditioned), which report and opinion (i) shall be prepared in accordance with generally accepted auditing standards, (ii) shall not be subject to qualifications or exceptions as to the scope of such audit and (iii) shall be without a “going concern” disclosure or like qualification or exception (other than with respect to, or disclosure or an exception or qualification (A) solely resulting from, the impending maturity of any indebtedness, (B) any prospective or actual default under any financial covenant, or (C) in respect of the fiscal year ending December 31, 2013 and customary management discussion analysis); (d) within 45 days after the end ofof each of the first three (3) fiscal quarters of each fiscal year of the Parent (commencing with the fiscal quarter ended March 31, 2014), a consolidated balance sheet of the Parent and its subsidiaries as at the end of such fiscal quarter, and the related (i) consolidated statements of income or operations for such fiscal quarter and for the portion of the fiscal year then ended and (ii) consolidated statements of cash flows for such fiscal quarter and the portion of the fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, all in reasonable detail and certified by a Responsible Officer as fairly presenting in all material respects the financial condition, results of operations and cash flows of the Parent and its subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotesfootnotes (and customary management discussion and analysis); (e) promptly following delivery under the Senior Credit Facility, the Primary Obligors shall deliver to the Agent and CS Pension Funds copies of such annual projections delivered to the lenders under the Senior Credit Facility; (f) on or before the fifth Business Day of each fiscal month, commencing on the fifth business day of July 2009, projections promptly following a refinancing of the weekly cash flows for ABL Credit Facility occurring within three months following the 13-week period commencing on Effective Date of this Agreement, the first day of such fiscal month (the “13-Week Cash Flow Projections”) which (i) reflect the Parent’s and its Domestic Subsidiaries’ (as defined in the Senior Credit Facility) consolidated projected cash receipts and cash expenditures for their corporate and other operations and (ii) contain comments of management of the Parent and, if then engaged, comments of the Parent’s Financial Advisor (as defined in the Senior Credit Facility); provided that, Primary Obligors only shall be obligated to provide such 13-Week Cash Flow Projection and commentary deliver written notice to the Agent and Funds so long as the Parent is required to deliver such 13-Week Cash Flow Projections and commentary to the Senior Administrative Agent;CS Pension Fund; and (g) on or before promptly following a refinancing of the fifth Business Day Senior Credit Facility occurring within three months following the Effective Date of each fiscal month commencing on the fifth Business Day of August 2009this Agreement, to the extent that the Primary Obligors are providing the 13-Week Cash Flow Projection, a variance report reflecting on a line-item basis the actual disbursements and receipts for the previous calendar month and the percentage variance of such actual results from those projected for such previous calendar month on the most current 13-Week Cash Flow Projections delivered under the terms of this Agreement prior to such date; provided that, Primary Obligors only shall be obligated to provide such variance report deliver written notice to the Agent and Funds so long as the Parent is required to deliver such variance report to the Senior Administrative Agent; and (h) promptly, but in any event no later than one Business Day following delivery of the same, written notice of delivery of financial statements described in Section 2.03(b) hereof to the Lenders under (and as defined in) the Senior Credit FacilityCS Pension Fund.

Reporting and Notices. The Obligors shall provide the following reporting and notices to the Agent (for further distribution to the Funds) and the CS Pension Fund: (a) [Reserved]on or before the fifth Business Day of each fiscal month, the calculation of Liquidity in respect of each Business Day of the previous fiscal month via e-mail PDF (or other electronic format reasonably acceptable to CS Pension Fund) to the CS Pension Fund; (b) promptly, but in any event no later than the seventh Business Day following receipt or delivery of the same, a copy of any notice of the occurrence of any Event of Default (as defined in the Senior Credit Facility, the Convertible Facilities or the 2011 ABL Agreement, as applicable) under the Senior Credit Facility, the Convertible Facilities or the 2011 ABL Agreement, as applicable; (c) promptly, but in any event no later than the seventh Business Day following any Responsible Officer of the Obligors becoming aware thereof, written notice of any Default or Event of Default hereunder; (d) promptly, written notice that the 13-Week Cash Flow Projections and related variance reports are no not longer required to be delivered to the Senior Administrative Agent (and Agent and Fund may conclusively rely thereon until such time as the Primary Obligors may be required to resume delivery of such 13-Week Cash Flow Projections and related variance reports in accordance herewith); (e) within 30 days after the end of each fiscal month (of each of the first two months in any fiscal quarter quarter) of the Parent, the Parent’s unaudited consolidated balance sheet and related unaudited statements of operations and cash flows as of the end of and for such fiscal month and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, subject to normal year-end audit adjustments and the absence of footnotes; (f) on or before the fifth Business Day of each fiscal month, commencing on the fifth business day of July 2009, projections of the weekly cash flows for the 13-week period commencing on the first day of such fiscal month (the “13-Week Cash Flow Projections”) which (i) reflect the Parent’s and its Domestic Subsidiaries’ (as defined in the Senior Credit Facility) consolidated projected cash receipts and cash expenditures for their corporate and other operations and (ii) contain comments of management of the Parent Company and, if then engaged, comments of the Parent’s Financial Advisor (as defined in the Senior Credit Facility); provided that, Primary Obligors only shall be obligated to provide such 13-Week Cash Flow Projection and commentary to the Agent and Funds so long as the Parent is required to deliver such 13-Week Cash Flow Projections and commentary to the Senior Administrative Agent;; and (g) on or before the fifth Business Day of each fiscal month commencing on the fifth Business Day of August 2009, to the extent that the Primary Obligors are providing the 13-Week Cash Flow Projection, a variance report reflecting on a line-item basis the actual disbursements and receipts for the previous calendar month and the percentage variance of such actual results from those projected for such previous calendar month on the most current 13-Week Cash Flow Projections delivered under the terms of this Agreement prior to such date; provided that, Primary Obligors only shall be obligated to provide such variance report to the Agent and Funds so long as the Parent is required to deliver such variance report to the Senior Administrative Agent; and (h) promptly, but in any event no later than one Business Day following delivery of the same, written notice of delivery of financial statements described in Section 2.03(b) hereof to the Lenders under (and as defined in) the Senior Credit Facility.