Common use of Reports and Other Information Clause in Contracts

Reports and Other Information. (a) If, at any time, the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall file with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand.

Reports and Other Information. (a) If, at any time, Notwithstanding that the Issuer is Guarantor may not be required to be or remain subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer Guarantor shall file with the SECCommission (unless such filing is not permitted under the Exchange Act or by the Commission), subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or so long as any successor system) or the Issuer’s website) (and, upon written requestNotes are outstanding, the Holdersannual reports, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual information, documents and other reports as are specified in Sections 13 and that the Guarantor is required to file with the Commission pursuant to such Section 13(a) or 15(d) of or would be so required to file if Guarantor were so subject. Notwithstanding the Exchange Act and applicable foregoing, the Guarantor shall not be obligated to a U.S. corporation subject to such Sections, file such reports with the Commission if the Commission does not permit such filing, so long as the Guarantor provides such information to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in Holders by the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after date the time the Issuer Guarantor would be required to file such information pursuant to the preceding paragraph. The requirements set forth in this paragraph and the preceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Guarantor or a third party) to which access will be given to Holders. Delivery of such statements, reports, notices and other information and documents to the Trustee pursuant to any of the provisions of this Section 209 is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or the Guarantor’s compliance with the SEC if it were a non-accelerated filer subject covenants or with respect to Section 13 any reports or 15(d) of other documents filed with the Exchange ActCommission or XXXXX or any website under this Supplemental Indenture, or participate in any conference calls. Notwithstanding the foregoing, (1) none of if at any time the foregoing reports (A) shall be Guarantor is no longer required under GAAP to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of consolidate the Issuer becomes a guarantor of the Notesin its consolidated financial statements, the reports, information and other documents required requirements set forth in this Section 209 shall apply to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy not the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other handGuarantor.

Reports and Other Information. (a) If, at any time, Notwithstanding that the Issuer is Guarantor may not be required to be or remain subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer Guarantor shall file with the SECCommission (unless such filing is not permitted under the Exchange Act or by the Commission), subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or so long as any successor system) or the Issuer’s website) (and, upon written requestNotes are outstanding, the Holdersannual reports, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual information, documents and other reports as are specified in Sections 13 and that the Guarantor is required to file with the Commission pursuant to such Section 13(a) or 15(d) of or would be so required to file if Guarantor were so subject. Notwithstanding the Exchange Act and applicable foregoing, the Guarantor shall not be obligated to a U.S. corporation subject to such Sections, file such reports with the Commission if the Commission does not permit such filing, so long as the Guarantor provides such information to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in Holders by the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after date the time the Issuer Guarantor would be required to file such information pursuant to the preceding paragraph. The requirements set forth in this paragraph and the preceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Guarantor or a third party) to which access will be given to Holders. Delivery of such statements, reports, notices and other information and documents to the Trustee pursuant to any of the provisions of this Section 209 is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or the Guarantor’s compliance with the SEC if it were a non-accelerated filer subject covenants or with respect to Section 13 any reports or 15(d) of other documents filed with the Exchange ActCommission or XXXXX or any website under this Supplemental Indenture, or participate in any conference calls. Notwithstanding the foregoing, (1) none of if at any time the foregoing reports (A) shall be Guarantor is no longer required under GAAP to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of consolidate the Issuer becomes a guarantor of the Notesin its consolidated financial statements, the reports, information and other documents required requirements set forth in this Section 209 shall apply to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy not the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other handGuarantor.

Reports and Other Information. (a) If, at So long as any time, Securities are outstanding and whether or not the Issuer is subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer shall file furnish to the Trustee: (i) within 65 days after the end of each of the first three fiscal quarters in each fiscal year, quarterly reports containing unaudited financial statements (including a balance sheet and statement of income, changes in stockholders’ equity and cash flow) for and as of the end of such fiscal quarter and year to date period (with comparable financial statements for the corresponding fiscal quarter and year to date period of the immediately preceding fiscal year); (ii) within 120 days after the end of each fiscal year, an annual report that includes all information that would be required to be filed with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available SEC on the SEC’s XXXXX system Form 20-F (or any successor systemform); and (iii) at or prior to such times as would be required to be filed or furnished to the SEC as a “foreign private issuer” subject to Section 13(a) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act Act, all such other reports and applicable information that the Issuer would have been required to file or furnish pursuant thereto; provided, however, that to the extent that the Issuer ceases to qualify as a U.S. corporation “foreign private issuer” within the meaning of the Exchange Act, whether or not the Issuer is then subject to such SectionsSection 13(a) or 15(d) of the Exchange Act, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, shall either file or furnish with the information and audit reports required for such reports. If, at any time, SEC (as a “voluntary filer” if the Issuer is not then subject to the periodic reporting requirements Section 13(a) or 15(d) of the Exchange Act for Act) or furnish to the Trustee, so long as any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each caseSecurities are outstanding, within 15 30 days after of the time respective dates on which the Issuer would be required to file such information documents with the SEC if it were a non-accelerated filer subject was required to file such documents under the Exchange Act, all reports and other information that would be required to be filed with (or furnished to) the SEC pursuant to Section 13 13(a) or 15(d) of the Exchange Act. Notwithstanding the foregoingAct as, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of in the Issuer’s sole discretion, so long as such filings would satisfy the SEC’s requirements; provided that such reports include either a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand“foreign private issuer” or a U.S. domestic registrant.

Reports and Other Information. (a) If, at any time, the Issuer is subject to the reporting requirements The third and fourth paragraphs of Section 13 or 15(d) 4.03 of the Exchange Act, the Issuer shall file with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) Base Indenture shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 amended and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (restated in their entirety with respect to the Notes as follows: “In addition, if at any non-GAAP financial measures contained thereintime any direct or indirect parent company (other than Parent) becomes a Guarantor (there being no obligation of any such parent company to do so), holds no material assets other than cash, Cash Equivalents and the Capital Stock of CDW or any other direct or indirect parent of CDW (Cand performs the related incidental activities associated with such ownership) shall be required to contain and complies with the separate financial information for Guarantors requirements of Rules 13-01 and non13-guarantor subsidiaries contemplated by Rule 3-10 02 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the NotesCommission, the reports, information and other documents required to be filed and provided as described above may furnished to Holders of the Notes pursuant to this Section 4.03 may, at the option of CDW, be filed by and be those of the parent, such parent company rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirementsCDW; provided that such reports include a the same are accompanied by consolidating information as required by Rules 13-01 and 13-02 of Regulation S-X promulgated by the Commission that explains in reasonable explanation of detail the material differences between the assets, liabilities information relating to Parent and results of operations of such parent and its consolidated Subsidiariesother parent, on the one hand, and the Issuer information relating to CDW and its Restricted Subsidiaries on a standalone basis, on the other hand. For the avoidance of doubt, if Parent has made available through the Commission’s Electronic Data Gathering, Analysis, and Retrieval System (or any successor system) the reports, information and other documents required to be filed and furnished to Holders of Notes pursuant to this Section 4.03, CDW shall be deemed to be in compliance with the provisions of this Section 4.03. The Trustee’s receipt of such reports, information and documents shall not constitute constructive or actual notice of any information contained therein, including CDW’s compliance with any of the covenants under the Indenture.”

Reports and Other Information. (a) If, at any time, the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall file with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for the Issuer, Guarantors and non-guarantor subsidiaries contemplated by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand.

Reports and Other Information. (a) If, at any time, the Issuer Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall Company will file with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) (and, upon written request, the Holdersholders of the Notes, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the IssuerCompany’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer Company of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer Company is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall Company will provide the Trustee and make available to Holdersthe holders of the Notes, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-password protected online data system, in each case, within 15 days after the time the Issuer Company would be required to file such information with the SEC if it were a non-non accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall will be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Sarbanes Oxley Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall will be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-non GAAP financial measures contained therein), (C) shall will be required to contain the separate financial information for Guarantors and non-guarantor Guarantor subsidiaries contemplated by Rule 3-3 10 of Regulation S-X promulgated by the SEC, (D) shall will be required to present compensation or beneficial ownership information and (E) shall will be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer Company becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of the IssuerCompany, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, Subsidiaries on the one hand, and the Issuer Company and its Restricted Subsidiaries on the other hand.. 100

Reports and Other Information. (a) If, at So long as any time, Securities are outstanding and whether or not the Issuer is then subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer shall file furnish to the Trustee: (i) within 65 days after the end of each of the first three fiscal quarters in each fiscal year, quarterly reports containing unaudited financial statements (including a balance sheet and statement of income, changes in stockholders' equity and cash flow) for and as of the end of such fiscal quarter and year to date period (with comparable financial statements for the corresponding fiscal quarter and year to date period of the immediately preceding fiscal year); (ii) within 120 days after the end of each fiscal year, an annual report that includes all information that would be required to be filed with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available SEC on the SEC’s XXXXX system Form 20-F (or any successor systemform); and (iii) at or prior to such times as would be required to be filed or furnished to the SEC as a "foreign private issuer" subject to Section 13(a) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act Act, all such other reports and applicable information that the Issuer would have been required to file or furnish pursuant thereto; provided, however, that to the extent that the Issuer ceases to qualify as a U.S. corporation "foreign private issuer" within the meaning of the Exchange Act, whether or not the Issuer is then subject to such SectionsSection 13(a) or 15(d) of the Exchange Act, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, shall either file or furnish with the information and audit reports required for such reports. If, at any time, SEC (as a "voluntary filer" if the Issuer is not then subject to the periodic reporting requirements Section 13(a) or 15(d) of the 51 Exchange Act for Act) or furnish to the Trustee, so long as any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each caseSecurities are outstanding, within 15 30 days after of the time respective dates on which the Issuer would be required to file such information documents with the SEC if it were a non-accelerated filer subject was required to file such documents under the Exchange Act, all reports and other information that would be required to be filed with (or furnished to) the SEC pursuant to Section 13 13(a) or 15(d) of the Exchange Act. Notwithstanding the foregoingAct as, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of in the Issuer's sole discretion, so long as such filings would satisfy the SEC’s requirements; provided that such reports include either a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand"foreign private issuer" or a U.S. domestic registrant.

Reports and Other Information. (a) If, at any timeSubject to the immediately following sentence, the Issuer is subject Company shall file with the SEC the annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that the Company would have been required to file with the reporting requirements of Section 13 SEC pursuant to Sections 13(a) or 15(d) of the Exchange ActAct if the Company were so subject on or prior to the respective dates by which the Company would have been required to file such reports if the Company were so subject (assuming the Company is a non-accelerated filer), taking into account any permitted extensions of time under the Issuer Exchange Act (the “Required Filing Dates”), and shall file make such reports available to the Trustee and Holders (without exhibits), without cost to each Holder, within 15 days after it files them with the SEC; provided, subject that such obligation to make such reports available to the following sentence, Trustee and provide the Trustee (to the extent not publicly Holders will be satisfied if such reports are filed through and are available on the SEC’s XXXXX system Electronic Data Gathering, Analysis, and Retrieval Filing System (or any successor system) or thereto). Notwithstanding the Issuer’s website) (andforegoing, upon written requestthe Company shall not be so obligated to file such reports with the SEC if the SEC does not permit such filing, in which event the Company shall make available such information to the Trustee and the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, case within 15 days after the time the Issuer would be required to file Required Filing Dates by posting such information with to a publicly accessible website on the SEC if it were a non-accelerated filer subject Company’s website. The Company and the Guarantors shall make available to Section 13 or 15(d) the Holders and to prospective investors in the Securities, upon the request of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notessuch Holders, the reports, information and other documents required to be filed and provided as described above may be those of delivered pursuant to Rule 144A(d)(4) under the parent, rather than those of the Issuer, Securities Act so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of Securities are not freely transferable under the material differences between Securities Act to the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on extent not satisfied by the one hand, and the Issuer and its Restricted Subsidiaries on the other handforegoing.

Reports and Other Information. (a) If, at any timeSo long as the Securities are outstanding, the Issuer will deliver to the Trustee and the Holders within 15 days after the filing of the same with the SEC, copies of the quarterly, annual and current reports and of the other information, documents and reports, if any, which the Issuer is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Issuer may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, so long as the Securities are outstanding the Issuer shall will file with the SEC, subject to the following sentence, and provide the Trustee (to the extent permitted, and if such reports are not publicly available on permitted to be filed with the SEC’s XXXXX system (or any successor system) or , provide the Issuer’s website) (and, upon written request, the HoldersTrustee, to be provided to the extent not publicly available on holders of the SEC’s XXXXX system (or any successor system) or the Issuer’s website) Securities, with such quarterly, annual and current reports and of the other information, documents and reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reportsAct. If, at any timeIn addition, the Issuer is not subject will make such information available to the periodic reporting requirements holders of the Exchange Act for any reasonSecurities upon reasonable request. Furthermore, the Issuer shall provide will hold a quarterly conference call for the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser holders and securities analysts the reports specified in the preceding sentence by posting to discuss its quarterly or annual financial information no later than ten Business Days after distribution of such reports to its website financial information; provided, however, that if Parent or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer would is holding a conference call open to the public to discuss the most recent quarterly or annual financial information, this requirement will be required to file such information with the SEC if deemed satisfied. The Issuer shall, for so long as any Securities remain outstanding during any period when it were a non-accelerated filer is not subject to Section 13 or 15(d) of the Exchange Act furnish to the Holders of the Securities and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. Notwithstanding the foregoing, (1) none of the foregoing Issuer will be deemed to have furnished such reports (A) shall referred to above to the Trustee and the Holders if the Issuer has filed such reports with the SEC via the EDGAR fixxxx system and such reports are publicly available. Notwithstanding anything herein to the contrary, the Issuer will not be required deemed to have failed to comply with any of its agreements pursuant to this Section 302, 4.02 for purposes of 46 US\DESMOLI\8895151.9 Section 404 or Section 906 of 6.01(d) until 30 days after the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to date any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents report hereunder is required to be filed with the SEC (or otherwise made available to Holders or the Trustee) pursuant to this Section 4.02. In the event that the rules and provided as described above may be those regulations of the parent, rather than those SEC permit the Issuer or any direct or indirect parent of the Issuer, so long as including the Parent, to report at such filings would parent entity’s level on a consolidated basis, the Issuer may satisfy the SEC’s requirementsits obligations under this Section 4.02 by furnishing financial information and reports relating to such parent; provided that such reports include a the same is accompanied by consolidating information that explains in reasonable explanation of detail the material differences between the assets, liabilities and results of operations of information relating to such direct or indirect parent and any of its consolidated Subsidiaries other than the Issuer and its Subsidiaries, on the one hand, and the information relating to the Issuer, the Subsidiary Guarantors and the other Subsidiaries of the Issuer and its Restricted Subsidiaries on a stand-alone basis, on the other hand.. Delivery of reports, information and documents to the Trustee under this Indenture, including pursuant to this Section 4.02, is for informational purposes only and the Trustee's receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer's compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely conclusively on Officer's Certificates). The Trustee is under no duty to examine such reports, information or documents to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein

Reports and Other Information. (a) If, at So long as any time, Securities are outstanding and whether or not the Issuer is then subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer shall file furnish to the Trustee: (i) within 65 days after the end of each of the first three fiscal quarters in each fiscal year, quarterly reports containing unaudited financial statements (including a balance sheet and statement of income, changes in stockholders’ equity and cash flow) for and as of the end of such fiscal quarter and year to date period (with comparable financial statements for the corresponding fiscal quarter and year to date period of the immediately preceding fiscal year); (ii) within 120 days after the end of each fiscal year, an annual report that includes all information that would be required to be filed with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available SEC on the SEC’s XXXXX system Form 20-F (or any successor systemform); and (iii) at or prior to such times as would be required to be filed or furnished to the SEC as a “foreign private issuer” subject to Section 13(a) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act Act, all such other reports and applicable information that the Issuer would have been required to file or furnish pursuant thereto; provided, however, that to the extent that the Issuer ceases to qualify as a U.S. corporation “foreign private issuer” within the meaning of the Exchange Act, whether or not the Issuer is then subject to such SectionsSection 13(a) or 15(d) of the Exchange Act, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, shall either file or furnish with the information and audit reports required for such reports. If, at any time, SEC (as a “voluntary filer” if the Issuer is not then subject to the periodic reporting requirements Section 13(a) or 15(d) of the Exchange Act for Act) or furnish to the Trustee, so long as any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each caseSecurities are outstanding, within 15 30 days after of the time respective dates on which the Issuer would be required to file such information documents with the SEC if it were a non-accelerated filer subject was required to file such documents under the Exchange Act, all reports and other information that would be required to be filed with (or furnished to) the SEC pursuant to Section 13 13(a) or 15(d) of the Exchange Act. Notwithstanding the foregoingAct as, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of the parent, rather than those of in the Issuer’s sole discretion, so long as such filings would satisfy the SEC’s requirements; provided that such reports include either a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand“foreign private issuer” or a U.S. domestic registrant.

Reports and Other Information. Subject to the immediately following sentence, the Company shall file with the SEC the annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that the Company would have been required to file with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act if the Company were so subject on or prior to the respective dates by which the Company would have been required to file such reports if the Company were so subject (aassuming the Company is a non-accelerated filer), taking into account any permitted extensions of time under the Exchange Act (the “Required Filing Dates”), and shall make such reports available to the Trustee and Holders (without exhibits), without cost to each Holder, within 15 days after it files them with the SEC; provided, that such obligation to make such reports available to the Trustee and the Holders will be satisfied if such reports are filed through and are available on the SEC’s Electronic Data Gathering, Analysis, and Retrieval Filing System (or any successor thereto). Notwithstanding the foregoing, the Company shall not be so obligated to file such reports with the SEC (i) If, if the SEC does not permit such filing or (ii) if at any time, time (x) the Issuer Company is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall file with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system13(a) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, (y) LIN TV (or any successor thereto) files such reports to be so filed with the Commission in accordance with such reporting requirements and provided at the times specified for the filings by the Issuer of such reports disclosure requirements under such Sections and containingSEC Regulation S-X Rule 3-10 and, in all material respectseither case, the Company shall make available such information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to the Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, case within 15 days after the time the Issuer would be required to file Required Filing Dates by posting such information with to a publicly accessible website on the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) Company’s website. Delivery of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the such reports, information and other documents to the Trustee pursuant to this Section 4.11 is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates). The Company and the Guarantors shall make available to the Holders and to prospective investors in the Securities, upon the request of such Holders, the information required to be filed and provided as described above may be those of delivered pursuant to Rule 144A(d)(4) under the parent, rather than those of the Issuer, Securities Act so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of Securities are not freely transferable under the material differences between Securities Act to the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on extent not satisfied by the one hand, and the Issuer and its Restricted Subsidiaries on the other handforegoing.

Reports and Other Information. (a) If, at any time, Notwithstanding that the Issuer is may not be required to be or remain subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer shall file with the SECCommission (unless such filing is not permitted under the Exchange Act or by the Commission), subject to the following sentence, and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or so long as any successor system) or the Issuer’s website) (and, upon written requestNotes are outstanding, the Holdersannual reports, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual information, documents and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, that the Issuer is not subject required to file with the periodic reporting requirements of Commission pursuant to such Section 13(a) or 15(d) or would be so required to file if Issuer were so subject. Notwithstanding the Exchange Act for any reasonforegoing, the Issuer shall provide not be obligated to file such reports with the Commission if the Commission does not permit such filing, so long as the Issuer provides such information to the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in Holders by the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time date the Issuer would be required to file such information pursuant to the preceding paragraph. The requirements set forth in this paragraph and the preceding paragraph may be satisfied by delivering such information to the Trustee and posting copies of such information on a website (which may be nonpublic and may be maintained by the Issuer or a third party) to which access will be given to Holders. Delivery of such statements, reports, notices and other information and documents to the Trustee pursuant to any of the provisions of this Section 209 is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates). The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or the Guarantor’s compliance with the SEC if it were a non-accelerated filer subject to Section 13 covenants or 15(d) of the Exchange Act. Notwithstanding the foregoing, (1) none of the foregoing reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation reports or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to be filed and provided as described above may be those of with the parentCommission or XXXXX or any website under this Supplemental Indenture, rather than those of the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other handor participate in any conference calls.

Reports and Other Information. (a) If, at any time, Notwithstanding that the Issuer is Company may not be subject to the reporting requirements of Section 13 or 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, the Issuer Company shall file with the SEC, subject to the following sentence, SEC (and provide the Trustee (and Holders with copies thereof, without cost to the extent not publicly available on each Holder, within 15 days after it files them with the SEC’s XXXXX system ), (i) within 90 days after the end of each fiscal year, annual reports on Form 10-K (or any successor systemor comparable form) containing the information required to be contained therein (or required in such successor or comparable form), (ii) within 45 days after the Issuer’s website) (andend of each of the first three fiscal quarters of each fiscal year, upon written request, the Holders, to the extent not publicly available reports on the SEC’s XXXXX system Form 10-Q (or any successor systemor comparable form), (iii) promptly from time to time after the occurrence of an event required to be therein reported, such other reports on Form 8-K (or the Issuer’s websiteany successor or comparable form), and (iv) such annual any other information, documents and other reports as are specified in Sections which the Company would be required to file with the SEC if it were subject to Section 13 and or 15(d) of the Exchange Act and applicable Act; provided, however, the Company shall not be so obligated to a U.S. corporation subject to such Sections, file such reports to be so filed and provided at with the times specified for SEC if the filings by the Issuer of SEC does not permit such reports under such Sections and containingfiling, in all material respectswhich event the Company will make available such information to prospective purchasers of Securities, the in addition to providing such information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to the Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, case within 15 days after the time the Issuer Company would be required to file such information with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange Act. Notwithstanding the foregoing, such requirements shall be deemed satisfied prior to the earlier of (1i) none 90 days after the Closing Date and (ii) the filing with the SEC of the foregoing reports (A) shall be required to comply Exchange Offer Registration Statement and/or Shelf Registration Statement, by the filing with Section 302, Section 404 or Section 906 the SEC of the Xxxxxxxx-Xxxxx Act of 2002Exchange Offer Registration Statement and/or Shelf Registration Statement, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein), (C) shall be required to contain the separate such financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of that satisfies Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor Securities Act, provided, however, that in order for the provisions of the Notes, the reports, information and other documents required clause (i) above to be filed and provided as described above may be those of deemed satisfied with respect to the parentyear ended December 29, rather than those of 1998, such Exchange Offer Registration Statement or Shelf Registration Statement must include audited financial statements for the Issueryear ended December 29, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand1998.

Reports and Other Information. (a) If, at any time, Whether or not the Issuer Borrower is subject to the reporting requirements of Section 13 13(a) or 15(d) of the Exchange Act, the Issuer shall file Borrower will furnish to the Administrative Agent: (1) within 65 days after the end of each of the first three fiscal quarters in each fiscal year, quarterly reports containing unaudited financial statements (including a balance sheet and statement of income, changes in stockholders’ equity and cash flow) for and as of the end of such fiscal quarter and year to date period (with comparable financial statements for the corresponding fiscal quarter and year to date period of the immediately preceding fiscal year); (2) within 120 days after the end of each fiscal year, an annual report that includes all information that would be required to be filed with the SEC, subject to the following sentence, and provide the Trustee (to the extent not publicly available SEC on the SEC’s XXXXX system Form 20-F (or any successor systemform); and (3) at or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) such annual and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject prior to such Sections, such reports to be so filed and provided at the times specified for the filings by the Issuer of such reports under such Sections and containing, in all material respects, the information and audit reports required for such reports. If, at any time, the Issuer is not subject to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available to Holders, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer as would be required to file such information with be filed or furnished to the SEC if it were as a non-accelerated filer “foreign private issuer” subject to Section 13 13(a) or 15(d) of the Exchange Act. Notwithstanding , all such other reports and information that the foregoingBorrower would have been required to file or furnish pursuant thereto; provided, (1) none however, that to the extent that the Borrower ceases to qualify as a “foreign private issuer” within the meaning of the foregoing reports Exchange Act, whether or not the Borrower is then subject to Section 13(a) or 15(d) of the Exchange Act, the Borrower will either file or furnish with the SEC (Aas a “voluntary filer” if the Borrower is not then subject to Section 13(a) shall or 15(d) of the Exchange Act) or furnish to the Administrative Agent, so long as any Loans or Commitments hereunder are outstanding, within 30 days of the respective dates on which the Administrative Agent would be required to comply file such documents with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be SEC if it was required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by file such documents under the SEC (with respect to any non-GAAP financial measures contained therein)Exchange Act, (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information all reports and other documents information that would be required to be filed and provided as described above may be those with (or furnished to) the SEC pursuant to Section 13(a) or 15(d) of the parentExchange Act as, rather than those of in the IssuerBorrower’s sole discretion, so long as such filings would satisfy the SEC’s requirements; provided that such reports include either a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other hand“foreign private issuer” or a U.S. domestic registrant.

Reports and Other Information. (a) If, at As long as any timeof the Notes are outstanding, the Issuer is Company shall deliver to the Trustee within 15 days after the filing of the same with the SEC copies of the quarterly and annual reports and of the information, documents and other reports with respect to the Company and the Subsidiary Guarantors, if any, which the Company and the Subsidiary Guarantors may be required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that neither the Company nor any of the Subsidiary Guarantors may be required to remain subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer Company shall continue to file with the SEC, subject to the following sentence, SEC and provide the Trustee (to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) (and, upon written request, the Holders, to the extent not publicly available on the SEC’s XXXXX system (or any successor system) or the Issuer’s website) with such annual and quarterly reports and such information, documents and other reports with respect to the Company and the Subsidiary Guarantors as are specified in required under Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation subject to such Sections, such reports to be so filed and provided at the times specified for the filings Act. If filing of documents by the Issuer Company with the SEC as aforementioned in this paragraph is not permitted under the Exchange Act, the Company shall promptly upon written notice supply copies of such reports under such Sections and containingdocuments to any prospective Holder. For the avoidance of doubt, in all material respects, this Section 4.03 shall not require the information and audit reports required for Company to file any such reports. If, at information or documents with the SEC within any timespecified time period and the obligation to deliver such reports, the Issuer is not subject information or documents to the periodic reporting requirements of the Exchange Act for any reason, the Issuer shall provide the Trustee and make available Holders shall only arise after (and only to Holdersthe extent) such reports, prospective investors, market makers affiliated with any Initial Purchaser and securities analysts the reports specified in the preceding sentence by posting such reports to its website information or on IntraLinks or any comparable password-protected online data system, in each case, within 15 days after the time the Issuer would be required to file such information documents are filed with the SEC if it were a non-accelerated filer subject to Section 13 or 15(d) of the Exchange ActSEC. Notwithstanding the foregoing, (1the Company will be deemed to have delivered to the Trustee the reports, information or documents referred to in this Section 4.03(a) none of if the foregoing Company has filed or furnished such reports (A) shall be required to comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or related Items 307 and 308 of Regulation S-K promulgated by the SEC, (B) shall be required to comply with Regulation G or Item 10(e) of Regulation S-K promulgated by the SEC (with respect to any non-GAAP financial measures contained therein)using the XXXXX filing system and such reports, (C) shall be required to contain the separate financial information for Guarantors and non-guarantor subsidiaries contemplated by Rule 3-10 or documents are publicly available. Delivery of Regulation S-X promulgated by the SEC, (D) shall be required to present compensation or beneficial ownership information and (E) shall be required to contain information required by Item 601 of Regulation S-K and (2) if any parent of the Issuer becomes a guarantor of the Notes, the reports, information and other documents required to the Trustee pursuant to this Section 4.03 shall be filed solely for the purpose of compliance with this Section 4.03. The Trustee’s receipt of such reports and provided as described above may be those information and documents shall not constitute notice to it of the parentcontent thereof or of any matter determinable from the content thereof, rather than those including the Company’s and Subsidiary Guarantors’ compliance with any of their covenants hereunder, as to which the Issuer, so long as such filings would satisfy the SEC’s requirements; provided that such reports include a reasonable explanation of the material differences between the assets, liabilities and results of operations of such parent and its consolidated Subsidiaries, on the one hand, and the Issuer and its Restricted Subsidiaries on the other handTrustee is entitled to rely upon Officers’ Certificates.