Common use of Reports by Company and Subsidiary Guarantors Clause in Contracts

Reports by Company and Subsidiary Guarantors. The Company and, so long as any Securities in respect of which its Subsidiary Guarantees have been issued are Outstanding, each of the Subsidiary Guarantors, will: (1) file with the Trustee, within 15 days after the Company or such Subsidiary Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents, and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or such Subsidiary Guarantor, as the case may be, may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934; or, if the Company or such Subsidiary Guarantor is not required to file information, documents or reports pursuant to either of such Sections, then it will file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (2) file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or such Subsidiary Guarantor, as the case may be, with the conditions and covenants of this Indenture as may be required from time to time by such rules and regulations; and (3) transmit by mail to the Holders of Securities, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in TIA Section 313(c), such summaries of any information, documents and reports required to be filed by the Company or such Subsidiary Guarantor, as the case may be, pursuant to paragraphs (1) and (2) of this Section as may be required by rules and regulations prescribed from time to time by the Commission.

Reports by Company and Subsidiary Guarantors. The Company and, so long as any Securities in respect of which its Subsidiary Guarantees have been issued are Outstanding, each of and the Subsidiary Guarantors, will: (1) Guarantors shall file with the Trustee, within 15 days after the Company or such Subsidiary Guarantor, as the case may be, is required to file the same with the Commission, copies of the annual reports and of the information, documents, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or such Subsidiary Guarantor, as the case may be, may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934; or, if as amended, and shall otherwise comply with Section 314(a) of the Trust Indenture Act. ARTICLE EIGHT CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE SECTION 8.01. COMPANY AND SUBSIDIARY GUARANTORS MAY CONSOLIDATE, ETC., ONLY ON CERTAIN TERMS. (a) the Company shall not consolidate with or merge into any other Person or convey, transfer or lease its properties and assets substantially as an entirety to any Person, unless: (1) the Person formed by such Subsidiary Guarantor consolidation or into which the Company is not required merged or the Person which acquires by conveyance or transfer, or which leases, the properties and assets of the Company substantially as an entirety shall be a corporation, partnership or trust, shall be organized and existing under the laws of the United States of America, any State thereof or the District of Columbia and shall expressly assume, by an indenture supplemental hereto, executed and delivered to file informationthe Trustee, documents in form satisfactory to the Trustee, the due and punctual payment of the principal of, premium (if any) and interest on or reports pursuant any Additional Amounts with respect to either of such Sections, then it will file with all the Trustee Securities and the Commission, in accordance with rules and regulations prescribed from time to time by performance of every covenant of this Indenture on the Commission, such part of the supplementary and periodic information, documents and reports which may Company to be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulationsperformed or observed; (2) file with immediately after giving effect to such transaction, and treating any indebtedness that becomes Indebtedness of the Trustee and Company or a Subsidiary of the Commission, in accordance with rules and regulations prescribed from time to time by the Commission, Company as a result of such additional information, documents and reports with respect to compliance transaction as having been incurred by the Company or such Subsidiary Guarantorat the time of such transaction, as the case may beno Default or Event of Default, with the conditions shall have happened and covenants of this Indenture as may be required from time to time by such rules and regulationscontinuing; and (3) transmit by mail the Company has delivered to the Holders Trustee an Officers' Certificate and an Opinion of SecuritiesCounsel, within 30 days after each stating that such consolidation, merger, conveyance, transfer or lease and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture comply with this Article and that all conditions precedent herein provided for relating to such transaction have been complied with. (b) Except in a transaction resulting in the filing release of a Subsidiary Guarantor in accordance with the terms of this Indenture, each Subsidiary Guarantor shall not, and the Company shall not permit any Subsidiary Guarantor to, consolidate with or merge into any other Person (other than the Company or a Subsidiary Guarantor which is a Wholly-Owned Subsidiary) or convey, transfer or lease its properties and assets substantially as an entirety to any Person, unless: (1) the Person formed by such consolidation or into which the Subsidiary Guarantor is merged or the Person which acquires by conveyance or transfer, or which leases, the properties and assets of the Subsidiary Guarantor substantially as an entirety shall be a corporation, partnership or trust, shall be organized and existing under the laws of the United States of America, any State thereof with or the District of Columbia and shall expressly assume, by an indenture supplemental hereto, executed and delivered to the Trustee, in the manner and form satisfactory to the extent provided in TIA Section 313(c)Trustee, the due and punctual payment of all obligations of such summaries Subsidiary Guarantor under its Subsidiary Guarantee and this Indenture and the performance of any information, documents and reports required every covenant of this Indenture on the part of the Subsidiary Guarantor to be filed by the Company performed or such Subsidiary Guarantor, as the case may be, pursuant to paragraphs (1) and observed; (2) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that such consolidation, merger, conveyance, transfer or lease and, if a supplemental indenture is required in connection with such transaction, such supplemental indenture comply with this Section as may be required by rules Article and regulations prescribed from time that all conditions precedent herein provided for relating to time by the Commissionsuch transaction have been complied with.

Reports by Company and Subsidiary Guarantors. The Company and, so long as any Securities in respect of which its Subsidiary Guarantees have been issued are Outstanding, and each of the Subsidiary Guarantors, willGuarantors shall: (1) file with the Trustee, within 15 days after the Company or such Subsidiary Guarantor, as the case may be, Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Company or such Subsidiary Guarantor, as the case may be, Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934Act; or, if the Company or such any of the Subsidiary Guarantor Guarantors is not required to file information, documents or reports pursuant to either of such said Sections, then it will they shall file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934 in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations; (2) file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company or such Subsidiary Guarantor, as the case may be, with the conditions and covenants of this Indenture as may be required from time to time by such rules and regulations; and (3) transmit by mail to the Holders of Securities, within 30 days after the filing thereof with the Trusteeall Holders, in the manner and to the extent provided in TIA Section 313(c), within 30 days after the filing thereof with the Trustee, such summaries of any information, documents and reports required to be filed by the Company or such Subsidiary Guarantor, as the case may be, pursuant to paragraphs (1) and (2) of this Section as may be required by rules and regulations prescribed from time to time by the Commission.; PROVIDED, HOWEVER, that any Subsidiary Guarantor shall be relieved of its obligations under clauses (1) and (2) of this Section to the extent that it is relieved of its obligations under Section 13 or Section 15(d) of the Exchange Act by the Commission pursuant to the terms of any no-action letter addressed to the Company or such Subsidiary Guarantor from the staff of the Commission. ARTICLE EIGHT CONSOLIDATION, MERGER, SALE OF ASSETS