Common use of Reporting Covenant Clause in Contracts

Reporting Covenant. (a) Unless the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal year, the Company’s unaudited interim financial statements, prepared in accordance with the requirements that would be applicable to such unaudited interim financial statements if appearing in a quarterly report on Form 10-Q filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, or any successor or comparable form. (b) For so long as the Company is subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act, the Company shall file with the Trustee and make available to the holders of the Securities (without exhibits), without cost to any holder, copies of all documents that the Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with the Trustee and made available to holders in accordance with the Company’s obligations under this Section 1.11. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the covenants contained in this Indenture (as to which the Trustee will be entitled to conclusively rely upon an Officers’ Certificate). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.

Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of securities) as follows: (a) Unless Notwithstanding that the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would may not be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the SEC through XXXXX (or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal yearsystem), the Company’s unaudited interim financial statements, prepared in accordance Company shall file with the requirements that would be applicable SEC (to such unaudited interim financial statements if appearing in a quarterly report the extent permitted by the Exchange Act), and make available to the Trustee and the Holders, without cost to any Holder, its Annual Reports on Form 10-Q filed K and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. The Company shall also comply with the other provisions of TIA Section 314(a). (b) In the event that the Company as a non-accelerated filer (within is not permitted to file such reports, documents and information with the meaning of Rule 12b-2 under SEC pursuant to the Exchange Act) , the Company shall nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, or any successor or comparable formwhich requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified in this Section 4.01. (bc) For so long as If the Company is subject to has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the reporting requirements quarterly and annual financial information required by Section 4.01(b) shall include in the “Management’s discussion and analysis of Section 13 or Section 15(d) financial condition and results of operations” section, revenue, consolidated indebtedness, consolidated interest expense, consolidated adjusted EBITDA and capital expenditures of the Exchange Act, Company and its Restricted Subsidiaries separate from the Company shall file with the Trustee financial condition and make available to the holders results of operations of the Securities (without exhibits), without cost to any holder, copies of all documents that the Unrestricted Subsidiaries. The Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with furnished the reports to the Trustee and made available the Holders if it has filed such reports with the SEC via the XXXXX filing system and such reports are publicly available. The Trustee shall have no obligation whatsoever to holders in accordance with determine whether or not such information, documents, or reports have been filed pursuant to the XXXXX system (or its successor) or the Company’s obligations under this Section 1.11website. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the its covenants contained in this Indenture hereunder (as to which the Trustee will be is entitled to conclusively rely upon an exclusively on Officers’ CertificateCertificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.”

Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of Securities) as follows: (a) Unless Notwithstanding that the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would may not be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the SEC through XXXXX (or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal yearsystem), the Company’s unaudited interim financial statements, prepared in accordance Company shall file with the requirements that would be applicable SEC (to such unaudited interim financial statements if appearing in a quarterly report on Form 10-Q filed the extent permitted by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act), and make available to the Trustee and the Holders, without cost to any Holder, the Annual Reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. The Company shall also comply with the other provisions of TIA Section 314(a). (b) In the event that the Company is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company shall nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, or any successor or comparable formwhich requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified in this Section 4.01. (bc) For so long as If the Company is subject to has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the reporting requirements quarterly and annual financial information required by Section 4.01(b) shall include in the “Management’s discussion and analysis of Section 13 or Section 15(d) financial condition and results of operations” section, revenue, Consolidated Indebtedness, Consolidated Interest Expense, Consolidated Adjusted EBITDA and capital expenditures of the Exchange Act, Company and its Restricted Subsidiaries separate from the Company shall file with the Trustee financial condition and make available to the holders results of operations of the Securities (without exhibits), without cost to any holder, copies of all documents that the Unrestricted Subsidiaries. The Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with furnished the reports to the Trustee and made available the Holders if it has filed such reports with the SEC via the XXXXX filing system and such reports are publicly available. The Trustee shall have no obligation whatsoever to holders in accordance with determine whether or not such information, documents, or reports have been filed pursuant to the XXXXX system (or its successor) or the Company’s obligations under this Section 1.11website. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the its covenants contained in this Indenture hereunder (as to which the Trustee will be is entitled to conclusively rely upon an exclusively on Officers’ CertificateCertificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.”

Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of Securities) as follows: (a) Unless Notwithstanding that the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would may not be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the SEC through XXXXX (or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal yearsystem), the Company’s unaudited interim financial statements, prepared in accordance Company shall file with the requirements that would be applicable SEC (to such unaudited interim financial statements if appearing in a quarterly report on Form 10-Q filed the extent permitted by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act), and make available to the Trustee and the Holders, without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. The Company will also comply with the other provisions of TIA Section 314(a). (b) In the event that the Company is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company shall nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, or any successor or comparable formwhich requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified in this Section 4.01. (bc) For so long as If the Company is subject to has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the reporting requirements quarterly and annual financial information required by Section 4.01(b) shall include in the “Management’s discussion and analysis of Section 13 or Section 15(d) financial condition and results of operations” section, revenue, Consolidated Indebtedness, Consolidated Interest Expense, Consolidated Adjusted EBITDA and capital expenditures of the Exchange Act, Company and its Restricted Subsidiaries separate from the Company shall file with the Trustee financial condition and make available to the holders results of operations of the Securities (without exhibits), without cost to any holder, copies of all documents that the Unrestricted Subsidiaries. The Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with furnished the reports to the Trustee and made available the Holders if it has filed such reports with the SEC via the XXXXX filing system and such reports are publicly available. The Trustee shall have no obligation whatsoever to holders in accordance with determine whether or not such information, documents, or reports have been filed pursuant to the XXXXX system (or its successor) or the Company’s obligations under this Section 1.11website. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the its covenants contained in this Indenture hereunder (as to which the Trustee will be is entitled to conclusively rely upon an exclusively on Officers’ CertificateCertificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.”

Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of Securities) as follows: (a) Unless Notwithstanding that the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would may not be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the SEC through XXXXX (or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal yearsystem), the Company’s unaudited interim financial statements, prepared in accordance Company shall file with the requirements that would be applicable SEC (to such unaudited interim financial statements if appearing in a quarterly report the extent permitted by the Exchange Act), and make available to the Trustee and the Holders, without cost to any Holder, its Annual Reports on Form 10-Q filed K and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. The Company shall also comply with the other provisions of TIA Section 314(a). (b) In the event that the Company as a non-accelerated filer (within is not permitted to file such reports, documents and information with the meaning of Rule 12b-2 under SEC pursuant to the Exchange Act) , the Company shall nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, or any successor or comparable formwhich requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified in this Section 4.01. (bc) For so long as If the Company is subject to has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the reporting requirements quarterly and annual financial information required by Section 4.01(b) shall include in the “Management’s discussion and analysis of Section 13 or Section 15(d) financial condition and results of operations” section, revenue, Consolidated Indebtedness, Consolidated Interest Expense, Consolidated Adjusted EBITDA and capital expenditures of the Exchange Act, Company and its Restricted Subsidiaries separate from the Company shall file with the Trustee financial condition and make available to the holders results of operations of the Securities (without exhibits), without cost to any holder, copies of all documents that the Unrestricted Subsidiaries. The Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with furnished the reports to the Trustee and made available the Holders if it has filed such reports with the SEC via the XXXXX filing system and such reports are publicly available. The Trustee shall have no obligation whatsoever to holders in accordance with determine whether or not such information, documents, or reports have been filed pursuant to the XXXXX system (or its successor) or the Company’s obligations under this Section 1.11website. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the its covenants contained in this Indenture hereunder (as to which the Trustee will be is entitled to conclusively rely upon an exclusively on Officers’ CertificateCertificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.”

Reporting Covenant. Section 4.2 of the Original Indenture is hereby amended and restated with respect to the Notes (but not with respect to any other series of Securities) as follows: (a) Unless Notwithstanding that the Company has filed the financial statements referred to in (i) and (ii) below with the Commission in accordance with Section 1.11(b), the Company shall post on its public website: (i) Within 110 days after the end of each fiscal year, the Company’s audited annual financial statements, together with the related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would may not be applicable to such audited annual financial statements if appearing in an annual report on Form 10-K filed by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct or otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to rules and regulations promulgated by the SEC, if not filed electronically with the SEC through XXXXX (or any successor or comparable form; and (ii) Within 55 days after the end of each of the first three fiscal quarters of each fiscal yearsystem), the Company’s unaudited interim financial statements, prepared in accordance Company shall file with the requirements that would be applicable SEC (to such unaudited interim financial statements if appearing in a quarterly report on Form 10-Q filed the extent permitted by the Company as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act), and make available to the Trustee and the Holders, without cost to any Holder, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act with respect to U.S. issuers within the time periods specified therein or in the relevant forms. The Company will also comply with the other provisions of TIA Section 314(a). (b) In the event that the Company is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Company shall nevertheless make available such Exchange Act reports, documents and information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange ActAct within the time periods specified therein or in the relevant forms, or any successor or comparable formwhich requirement may be satisfied by posting such reports, documents and information on its website within the time periods specified in this Section 4.01. (bc) For so long as If the Company is subject to has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Unrestricted Subsidiaries, either individually or collectively, would otherwise have been a Significant Subsidiary, then the reporting requirements quarterly and annual financial information required by Section 4.01(b) shall include in the “Management’s discussion and analysis of Section 13 or Section 15(d) financial condition and results of operations” section, revenue, Consolidated Indebtedness, Consolidated Interest Expense, Consolidated Adjusted EBITDA and capital expenditures of the Exchange Act, Company and its Restricted Subsidiaries separate from the Company shall file with the Trustee financial condition and make available to the holders results of operations of the Securities (without exhibits), without cost to any holder, copies of all documents that the Unrestricted Subsidiaries. The Company files with, or furnishes to, the Commission under the Exchange Act, within 15 days after the Company files them with, or furnishes them to, the Commission. Any such documents that are publicly available through the EXXXX system of the Commission (or any successor system) shall be deemed to have been filed with furnished the reports to the Trustee and made available the Holders if it has filed such reports with the SEC via the XXXXX filing system and such reports are publicly available. The Trustee shall have no obligation whatsoever to holders in accordance with determine whether or not such information, documents, or reports have been filed pursuant to the “XXXXX” system (or its successor) or the Company’s obligations under this Section 1.11website. If at any time the Company is not subject to Section 13 or Section 15(d) of the Exchange Act, and to the extent not satisfied by the foregoing, the Company will make available to the holders of the Securities and to prospective investors, for so long as any Securities are outstanding, in accordance with the rules and regulations prescribed from time to time by the Commission, such information as may be required pursuant to Rule 144A(d)(4) of the Securities Act. (c) Delivery of such reports, statements, information and documents to the Trustee shall be is for informational purposes only and the Trustee’s receipt of such reports, information and documents shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of the its covenants contained in this Indenture hereunder (as to which the Trustee will be is entitled to conclusively rely upon an exclusively on Officers’ CertificateCertificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants or with respect to any reports or other documents filed with the SEC or EXXXX or any website under the Indenture.”