Common use of Reports by the Company Clause in Contracts

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a1) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b2) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall provide to the Trustee: (1) within 45 days after filing with Section 314(a) the SEC, paper copies or, if such documents are readily available on the Commission’s website, notification of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysavailability of, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange ActAct or as otherwise required by the Securities Act or by rule or regulation of the Commission; providedand (2) so long as not contrary to the then-current recommendations of the American Institute of Certified Public Accountants, howeverannual financial statements delivered pursuant to clause (i) above shall be accompanied by a written statement of the Company’s independent public accountants to the effect that, in making the examination necessary for certification of such financial statements, nothing has come to their attention which would lead them to believe that the Company has violated the provisions of Section 4.01 of this Indenture or, if any such violation has occurred, specifying the nature and period of existence thereof, it being understood that such accountants shall not be liable directly or indirectly to any Person for any failure to obtain knowledge of any such violation. (b) The Company, or such other entity as the Company shall designate as Bond Registrar, shall provide the Trustee at intervals of not more than six months with management reports providing the Trustee with such information regarding the accounts maintained by the Company for the benefit of the Bondholders as the Trustee may reasonably request, which information shall include at least the following for the relevant time interval from the date of the immediately preceding report: (i) the outstanding balance of each account at the end of the period; (ii) interest credited for the period; (iii) repayments, repurchases and redemptions, if any, made during the period; and (iv) the interest rate paid on each Bond in such account maintained by the Bond Registrar during the period. (c) Notwithstanding any provision of this Indenture to the contrary, the Company shall not be required have any obligation to deliver to maintain any of its securities (including the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXSecurities hereunder), including without limitation its common stock, as securities registered under the Exchange Act or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained thereinSecurities Act, or determinable from information contained therein including the Company’s compliance with as securities listed and publicly traded on any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurrednational securities exchange.

Reports by the Company. (a) The Company covenants so long as Securities are Outstanding, the Company shall file with the Trustee and the Commission, and transmit to holders, copies of such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to such Act; provided, that with respect to any such information, documents or reports required to be filed with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, the Company intends to file such information, documents or reports with the Commission in electronic form in accordance with Regulation S-T of the Commission using the Commission’s Electronic Data Gathering, Analysis and Retrieval system. Compliance with the foregoing, or any successor electronic system approved by the Commission, will at all times comply constitute delivery by the Company of such reports to the Trustee and holders in compliance with the Trust Indenture Act. (b) Notwithstanding anything to the contrary herein, the Trustee will have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of the reports, information and documents to the Trustee in accordance with this Section 5.03 will be solely for the purposes of compliance with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee’s receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 (whether or not filed in electronic form) is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall such will not constitute actual or constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no liability or responsibility for the filing, content or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or timelines of any successor system) has occurredreport hereunder aside from any report transmitted under this Indenture.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under this Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Unless the Company will at all times comply has filed the financial statements referred to in (1) and (2) below with the Commission in accordance with Section 314(a) of 5.03(b), the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) shall post on its public website and, within 15 days after the Company posts such financial statements or reports on its public website, make available to the Trustee and Securityholders, without cost to any Securityholder: (1) within 30 days, 90 days after the Company files end of each fiscal year, the same Company’s audited annual financial statements, together with the Commission, copies related report of the Company’s independent auditors thereon, prepared in accordance with the requirements that would be applicable to such audited 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 financial statements if appearing in an Annual Report on Form 10-K filed by rules and regulations prescribe) that the Company is required as a non-accelerated filer (within the meaning of Rule 12b-2 under the Exchange Act) subject to file with the Commission pursuant to reporting requirements of Section 13 or Section 15(d) of the Exchange Act, or any successor or comparable form; providedand (2) within 55 days after the end of each of the first three fiscal quarters of each fiscal year, howeverthe 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 not be required to deliver to file with the Trustee and make available to holders of the Securities (without exhibits), without cost to any correspondence filed with Securityholder, all documents that the Company files with, or furnishes to, the Commission or any materials for which under the Exchange Act, within 15 days after the Company has sought and received confidential treatment by files them with, or furnishes them to, the Commission; and provided further, . Any such documents that so long as such filings by are publicly available through the Company are available on XXXXX system of the Commission’s Electronic Data Gathering, Analysis and Retrieval System Commission (XXXXX), or any successor system, such filings ) shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by and made available to holders of Securities in accordance with the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of ’s obligations under this Section 5.03. The Company shall comply with the provisions of Section 314(a) of the Trust Indenture Act. (bc) Delivery of such reports, documents and information and documents to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a1) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b2) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Securities and Exchange Commission, the Company shall deliver (which may be accomplished through posting on the internet) to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The With respect to the Securities of any series, the Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) deliver to the Trustee Trustee, within 30 days, 15 days after the Company files the same it is required to file them with the Commission, copies of the of: (A) annual reports on Form 10-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form); (B) reports on Form 10-Q (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form); (C) reports on Form 8-K (or any successor or comparable form) containing the information required to be contained therein (or required in such successor or comparable form); and of the (D) any other information, documents and or 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) that which the Company is would be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, if the Company is not obligated to file the information, documents and reports described in clauses (A), (B), (C) or (D) of this sentence with the Commission, or if the Commission does not permit such filing, the Company shall not be required make available such information, documents and reports to deliver prospective purchasers of the Securities of such series, in addition to providing such information to the Trustee any correspondence filed and the Holders of the Securities of such series, in each case within 30 days after the time the Company would have been required to file such information with the Commission Commission, if it were subject to Section 13 or any materials for which 15(d) of the Exchange Act. The Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with furnished such information, documents or reports to the Trustee for purposes hereof without any further action required by Trustee, the Company. For Holders of the avoidance Securities of doubtsuch series and/or prospective purchasers of the Securities of such series, a failure by if the Company to file annual reportshas filed such information, information and other documents or reports with the Commission via the XXXXX filing system (or any successor system) and/or posted such information, documents or reports on the Company’s website and such information, documents or reports are publicly available. The Trustee shall have no obligation to determine whether or not such information, documents or reports have been filed through the XXXXX filing system (or such successor thereto) or posted on the Company’s website. For so long as any Securities of such series remain Outstanding during any period when the Company is not subject to Section 13 or 15(d) of the Exchange Act, or otherwise permitted to furnish the Commission with information pursuant to Rule 12g3-2(b) under the Exchange Act, the Company will furnish to the Holders of the Securities of such series and to prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. The Company will transmit by mail to all Holders of the Securities of any series, as the names and addresses of such Holders appear upon the register, within 30 days after the time period prescribed filing thereof with the Trustee, the summaries of information, documents and reports required to be filed by the Commission shall not Company, if any, pursuant to this Indenture as may be deemed a breach of this Section 5.03. (b) required by rules and regulations prescribed from time to time by the Commission. Delivery of reports, information and documents to the Trustee under of any such reports, certificates, information or documents or any annual reports, information, documents and other reports pursuant to Section 5.03 314(a) of the Trust Indenture Act is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including compliance by the Company’s compliance Company with any of their its covenants thereunder with respect to such series hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. The Company covenants: (a) The (i) so long as any of the Securities are outstanding, notwithstanding whether the Company will at all times comply with Section 314(ais subject to the requirements of Sections 13 or 15(d) of the Trust Indenture Exchange Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company will file with the Commission (unless the Commission will not accept such filing) and, within 15 days after it files the same them with the Commission, file with the Trustee and mail or cause the Trustee to mail to the Holders at their addresses as set forth in the registers of the Securities, 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) that which the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, Act or which the Company shall not would be required to deliver to the Trustee any correspondence filed file with the Commission or any materials for which if the Company has sought and received confidential treatment by then had a class of securities registered under the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03.Exchange Act; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission, such additional information, documents and reports with respect to compliance by the Company with the conditions and covenants provided for in the Indenture, as may be required from time to time by such rules and regulations; and (c) to comply with Sections 313(b) and 313(d) of the Trust Indenture Act, to the extent applicable. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including information concerning the Company’s compliance with any of their its covenants thereunder (as to which hereunder; provided that the foregoing shall not relieve the Trustee is entitled of any of its responsibilities hereunder. Notwithstanding the foregoing, the Company will be deemed to rely exclusively on an Officer’s Certificate). The Trustee is under no duty have furnished such information referred to examine any such reports, information or documents delivered in the previous sentence to the Trustee or and the Holders if the Company has filed such reports and other information with the Commission SEC via the XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX filing system (or any successor system) has occurredand such reports and other information are publicly available. If the SEC will not accept the Company’s filings for any reason, the Company will post the reports, documents and information referred to in the first sentence of this paragraph on its website within the time periods that would apply if the Company were required to file such reports, documents and information with the SEC and, in that event, the Company will be deemed to have furnished such information referred to above to the Trustee and the Holders.

Reports by the Company. (aFor so long as any Securities are outstanding, if the Company is subject to Section 13(a) The Company will at all times comply with Section 314(aor 15(d) of the Trust Indenture Act. The Exchange Act or any successor provision, the Company covenants and agrees to provide (which delivery may be via electronic mail) will deliver to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports, quarterly reports and of the information, other 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) that the Company which it is required to file with the Commission pursuant to Section 13 13(a) or 15(d) or any successor provision, within 15 days after the date that the Company files the same with the Commission. If the Company is not subject to Section 13(a) or 15(d) of the Exchange ActAct or any successor provision, and for so long as any Securities are outstanding, the Company will deliver to the Trustee the quarterly and annual financial statements and accompanying Item 303 of Regulation S-K (“management’s discussion and analysis of financial condition and results of operations”) disclosure that would be required to be contained in annual reports on Form 10-K and quarterly reports on Form 10-Q required to be filed with the Commission if the Company was subject to Section 13(a) or 15(d) of the Exchange Act or any successor provision, within 15 days of the filing date that would be applicable to the Company at that time pursuant to applicable Commission rules and regulations. Reports and other documents filed with the Commission via the XXXXX system will be deemed to be delivered to the Trustee as of the time of such filing via XXXXX for purposes of this covenant; provided, however, the Company shall not be required to deliver to that the Trustee any correspondence filed with the Commission shall have no obligation whatsoever to determine whether or any materials for which the Company has sought and received confidential treatment by the Commission; and provided furthernot such information, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), documents or any successor system, such filings shall be deemed to reports have been filed with the Trustee for purposes hereof without any further action required by the Companyvia XXXXX. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s its compliance with any of their the covenants thereunder relating to the Securities (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The If the Company will at all times comply with Section or any Guarantor is subject to TIA § 314(a) of ), the Trust Indenture Act. The Company covenants and agrees requirement to provide (which delivery may be via electronic mail) deliver to the Trustee within 30 days, after and the Company files the same with the Commission, copies of Holders 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) that which the Company or any Guarantor is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, Act will be satisfied if the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought Guarantor files such reports, information and received confidential treatment by documents electronically using the Commission; ’s XXXXX electronic filing system or any successor system, and provided furthersuch reports, that so long as such filings by the Company information and documents are publicly available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03web site. (b) Notwithstanding anything herein to the contrary, in the event that the Company fails to comply with its obligation to file or provide such information, documents and reports as required hereunder, the Company will be deemed to have cured such Default for purposes of Section 5.01(b) upon the filing or provision of all such information, documents and reports required hereunder prior to the expiration of 120 days after written notice to the Company of such failure from the Trustee or from the Holders of at least 25% of the principal amount of the applicable series of Notes (with a copy to the Trustee). (c) Notwithstanding anything herein to the contrary, the information, documents and reports required pursuant to this Indenture may, at the option of the Company, instead be those of any direct or indirect parent entity of the Company so long as such parent entity has fully and unconditional guaranteed by execution of this Indenture in the case of the Parent, or fully and unconditionally guarantees, by execution of a supplemental indenture, the obligations of the Company in respect of the Notes and such parent entity and the Company comply with the requirements of Rule 3-10 of Regulation S-X promulgated by the Commission (or any successor provision). (d) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Each of the Guarantors and the Company will at all times covenants to comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees Act insofar as it relates to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents documentation and other reports (which such Guarantor or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the . (b) The Company shall not be required to deliver to file with the Trustee any correspondence Trustee, within 15 days after the same are filed with the Commission, copies of any documents or reports that the Parent Guarantor is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act (excluding any materials for which the Company has sought and received such information, documents or reports, or portions thereof, subject to confidential treatment by and any correspondence with the Commission; and provided further, ). Any such document or report that so long as such filings by the Company are available on Parent Guarantor files with the Commission via the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings XXXXX system shall be deemed to have been be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within this Section 5.04(b) at the time period prescribed thereof by such documents are filed via the Commission XXXXX system, it being understood that the Trustee shall not be deemed a breach of this Section 5.03responsible for determining whether such filings have been made. (bc) Within 75 days after the end of each Payment Measuring Period, the Company shall deliver to the Holders’ Representative a Payment Statement with respect to such Payment Measuring Period. (d) Delivery of reports, information the reports and documents described in subsection (b) above to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s or any Guarantor’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to conclusively rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants Commission (and agrees to provide (which delivery may be via electronic mail) send a copy to the Trustee within 30 daysTrustee), after the Company files the same with the Commissionand transmit to Holders, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to the Trust Indenture Act; provided that with respect to any such information, documents and reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file filed with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s its Electronic Data Gathering, Analysis and Retrieval System (or XXXXX), or any successor ) system, the Company shall notify the Trustee in the manner prescribed herein of each such filing. The Trustee is hereby authorized and directed to access the XXXXX system for purposes of retrieving the financial information so filed. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companyare periodic, supplemental or otherwise. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under pursuant to this Section 5.03 7.04 shall be solely for purposes of compliance with this Section 7.04 and, if applicable, with Section 314(a) of the Trust Indenture Act, but shall not relieve the Company of the requirement to deliver the Officers’ Certificates referred to below. The Trustee’s receipt of such reports, information and documents is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive knowledge or notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the contents thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate)upon Officers’ Certificates. The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall will have no responsibility or duty whatsoever to ascertain monitor whether such filing or determine whether posting has occurred or the above referenced filings with the Commission on XXXXX (timeliness of such filing or any successor system) has occurredposting.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysand the SEC, after the Company files the same with the Commissionand transmit to Holders, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided in the Trust Indenture Act; provided that, any such information, documents or reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file be filed with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange ActAct shall be filed with the Trustee within 30 calendar days after the same is filed with the SEC; provided, however, provided further that the filing of the reports specified in Section 13 or 15(d) of the Exchange Act by an entity that is the direct or indirect parent of the Company shall satisfy the requirements of this Section 10.02 so long as such entity is an obligor or guarantor on the Securities; provided further that the reports of such entity shall not be required to deliver include condensed consolidating financial information for the Company in a footnote to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as financial statements of such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companyentity. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive notice or knowledge of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee It is under no duty to examine any such reports, information or documents delivered expressly understood that materials transmitted electronically by the Company to the Trustee or filed pursuant to the SEC’s XXXXX system (or any successor electronic filing system) shall be deemed filed with the Commission via XXXXX Trustee and transmitted to ensure compliance with the provision Holders for purposes of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained thereinSection 10.02. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether if and when such reports have been filed electronically by the above referenced filings with the Commission on XXXXX (or any successor system) has occurredCompany.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide to the Trustee (which delivery may be via electronic mail) to the Trustee ), within 30 days, 15 days after the Company files 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) that the Company is may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, such annual reports, information, documents and reports that so long as such filings are filed by the Company are available on with the Commission’s Electronic Data Gathering, Analysis and Retrieval System (“XXXXX), ”) system or any successor system, such filings shall electronic delivery procedure will be deemed to have been be filed with the Trustee at the time such documents are filed via the XXXXX system or such successor procedure for purposes hereof of this Section 5.03 without any further action required by the Company. . (b) For the avoidance of doubt, a nothing in this Section 5.03 shall require the Company to file any annual reports or information, documents or other reports with the Commission and, without limitation to the foregoing and anything in this Indenture to the contrary notwithstanding, any failure by the Company to file any annual reports, information and information, documents or other reports with the Commission within the time period periods prescribed thereof therefor by the Commission Commission, or at all, shall not be deemed a breach of this Section 5.03. (b) . Delivery of reportssuch information, information documents and documents reports to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty If the Company shall fail to examine provide any such reportsannual report, information information, document or documents delivered other report (or any portion thereof) to the Trustee or filed with by the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness date, or otherwise in the manner, required by this Section 5.03, but the Company thereafter provides such annual report, information, document or other report (or such portion thereof), as the case may be, to the Trustee, then any default or Event of Default resulting from the information failure to provide such annual report, information, document or other report (or portion thereof) to the statements contained therein. The Trustee shall be deemed to have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredbeen cured.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided provided, further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Notwithstanding that the Company will at all times comply with may not be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Act. The Company covenants Exchange Act or otherwise report on an annual and agrees quarterly basis on forms provided for such annual and quarterly reporting pursuant to provide (which delivery may be via electronic mail) to rules and regulations promulgated by the Trustee within 30 daysSEC, after the Company files the same shall file with the CommissionSEC: (i) within the time period specified in the SEC’s rules and regulations, copies of the annual reports and of the information, documents and other reports on Form 10-K (or copies of any successor or comparable form) containing the information required to be contained therein (or required in such portions of successor or comparable form), (ii) within the time period specified in the SEC’s rules and regulations, reports on Form 10-Q (or any of successor or comparable form) containing the foregoing as the Commission may information required to be contained therein (or required in such successor or comparable form), and (iii) promptly from time to time by after the occurrence of an event required to be therein reported (and in any event within the time period specified in the SEC’s rules and regulations prescribe) regulations), such other reports on Form 8-K (or any successor or comparable form); provided, however, that the Company is 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 prospective purchasers of Securities, including by posting such reports on the primary website of the Company or its Subsidiaries in addition to providing such information to the Trustee and the Holders, in each case within 15 days after the time the Company would be required to file such information with the Commission pursuant SEC if it were subject to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to it being understood that the Trustee shall have no responsibility whatsoever to determine whether any correspondence filed filings have been made with the Commission SEC or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to reports have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03posted on such website. (b) So long as (i) the Parent Guarantee is in effect or (ii) in the event that any direct or indirect parent of the Company is or becomes a guarantor of the Guaranteed Obligations, the Company may satisfy its obligations under this Section 10.02 with respect to the reports described above relating to the Company by furnishing such reports relating to the Parent Guarantor, or to such direct or indirect parent, as applicable; provided that if the Parent Guarantor, or such direct or indirect parent, owns any Subsidiaries, other than the Company and its Subsidiaries, that have assets or operations that are not insignificant, then the same is accompanied by consolidating information that explains in reasonable detail the differences between the information relating to such other Subsidiaries of the Parent Guarantor (or such direct or indirect parent), on the one hand, and the information relating to the Parent Guarantor (or such direct or indirect parent) and the Company and its Subsidiaries, on the other hand. (c) Delivery of reports, information and documents to the Trustee under Section 5.03 this Indenture is for informational purposes only and the information and the Trustee’s receipt of the foregoing 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 their its covenants thereunder in this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Officers’ Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility duty to review or duty whatsoever analyze reports delivered to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredit.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Securities and Exchange Commission, the Company shall make available to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of the first three fiscal quarters of each fiscal year (commencing no earlier than the fiscal quarter ending June 30, 2008), quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.035.3. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 5.3 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with the Trustee, within 30 days after the Parent of the Company files such information, documents or reports with the SEC pursuant to Section 314(a13 or 15(d) of the Trust Indenture Act. The Company covenants Exchange Act (each, a “Required SEC Filing” and agrees to provide (which delivery may be via electronic mail) to collectively, the Trustee within 30 days, after the Company files the same with the Commission“Required SEC Filings”), copies of the annual reports and of the such information, documents and other reports (or copies of reports, and such portions of any of the foregoing summaries thereof, as the Commission may from time to time by rules and regulations prescribe) that the Company is be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Trust Indenture Act at the times and in the manner provided pursuant to the Trust Indenture Act; provided, however, that the Company Company’s obligation to so file each such Required SEC Filing with the Trustee shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company arise unless and until such Required SEC Filing has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the CompanySEC. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of any such reports, information and documents by the Company (or any Guarantor) to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine acknowledges and agrees that materials transmitted electronically by the Company (or any such reports, information or documents delivered Guarantor) to the Trustee or shall be deemed filed with the Commission via XXXXX to ensure compliance Trustee for purposes of this Section 8.04. The Company shall have satisfied its obligations in this Section 8.04 so long as the Parent files with the provision of this Indenture SEC any information, documents or other reports that contain financial information relating to ascertain the correctness or otherwise Company that satisfies the applicable requirements of the information SEC with respect thereto (giving effect to any rules or amendments thereto that the statements contained therein. The Trustee shall have no responsibility or duty whatsoever SEC has adopted that are not yet effective, to ascertain or determine whether the above referenced filings with extent such rules provide for the Commission on XXXXX (or any successor system) has occurredvoluntary early adoption thereof).

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee and the Commission, and transmit to Holders, within 30 days, 15 days after the Company files is required to file the same with the Commission, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to the Trust Indenture Act; provided that with respect to any such information, documents and reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file filed with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s its Electronic Data Gathering, Analysis and Retrieval System (or XXXXX), or any successor ) system, the Company shall notify the Trustee in the manner prescribed herein of each such filing. The Trustee is hereby authorized and directed to access the XXXXX system for purposes of retrieving the financial information so filed. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companyare periodic, supplemental or otherwise. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under pursuant to this Section 5.03 7.04 shall be solely for purposes of compliance with this Section 7.04 and, if applicable, with Section 314(a) of the Trust Indenture Act, but shall not relieve the Company of the requirement to deliver the Officers’ Certificates referred to below. The Trustee’s receipt of such reports, information and documents is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive knowledge or notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the contents thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate)upon Officers’ Certificates. The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall will have no responsibility or duty whatsoever to ascertain monitor whether such filing or determine whether posting has occurred or the above referenced filings with the Commission on XXXXX (timeliness of such filing or any successor system) has occurredposting.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Commissions Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision provisions of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of For so long as the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysNotes are outstanding, after the Company files the same shall file with the CommissionSEC the Company’s annual and quarterly reports, 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 SEC may from time to time by rules and regulations prescribe) which the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act and will file such annual and quarterly reports, information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) with the Trustee, and make such information available through the mail or on the Company’s website, within 15 days of the date on which it would be required to file the same with the SEC (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Delivery of such reports, information and documents to the Trustee 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 conclusively on Officers’ Certificates). Any such report, information or document that the Company files with the SEC through the SEC’s XXXXX database shall be deemed delivered to the Trustee for purposes of this Section 5.06(a) at the time of such filing through the XXXXX database; provided however, that the Trustee shall have no obligation whatsoever to determine if such filing has taken place. (b) If, at any time during the six-month period beginning on, and including, the date that is six months after the last date of original issuance of the Notes, the Company fails to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, howeveras applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 6-K), or the Notes are not otherwise freely tradable by Holders other than the Company’s Affiliates (as a result of restrictions pursuant to U.S. securities laws or the terms of this Indenture or the Notes), the Company shall pay Additional Interest on the Notes. Such Additional Interest shall accrue on the Notes at the rate of 0.50% per annum of the principal amount of the Notes outstanding for each day during such period for which the Company’s failure to file has occurred and is continuing or the period during which the Notes are not be freely tradable by Holders that are not Affiliates of the Company, as the case may be, without restrictions pursuant to U.S. securities laws or the terms of this Indenture or the Notes. As used in this Section 5.06(b), documents or reports that the Company is required to “file” with the Commission pursuant to Section 13 or 15(d) of the Exchange Act does not include documents or reports that the Company furnishes to the Commission pursuant to Section 13 or 15(d) of the Exchange Act. (c) If, and for so long as, the restrictive legend on the Notes specified in Section 2.05(c) has not been removed, the Notes are assigned a restricted CUSIP number or the Notes are not otherwise freely tradable by Holders other than the Company’s Affiliates (without restrictions pursuant to U.S. securities law or the terms of this Indenture or the Notes) as of the 375th day after the last date of original issuance of the Notes (including the last date of original issuance of additional Notes pursuant to the exercise of the Initial Purchasers’ overallotment option pursuant to the Purchase Agreement), the Company shall pay Additional Interest on the Notes. Such Additional Interest will accrue on the Notes at the rate of 0.50% per annum of the principal amount of Notes outstanding until the restrictive legend on the Notes has been removed in accordance with Section 2.05(c), the Notes are assigned an unrestricted CUSIP number and the Notes are freely tradable by Holders other than the Company’s Affiliates (without restrictions pursuant to U.S. securities law or the terms of this Indenture or the Notes). (d) Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. (e) The obligation of the Company to pay Additional Interest pursuant to Section 5.06(b) or Section 5.06(c) is separate and distinct from, and in addition to, the obligation of the Company to pay Additional Interest under Section 7.01; provided that, in no event will the rate of any Additional Interest payable under this Section 5.06, when taken together with that of Additional Interest payable as described in Section 7.01, exceed a total rate of 0.50% per annum. (f) If Additional Interest is payable by the Company pursuant to Section 5.06(b) or Section 5.06(c), the Company shall deliver to the Trustee any correspondence filed with an Officers’ Certificate to that effect stating (i) the Commission or any materials for amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. If the Company has sought paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee an Officers’ Certificate setting forth the particulars of such payment. (g) If the Company is required to pay Additional Interest pursuant to this Section 5.06, the Company may elect to designate an effective shelf registration statement for the resale of the Notes. For each day on which such shelf registration statement remains effective and received confidential treatment usable by Holders for the Commission; resale of the Notes, notwithstanding Section 5.06(b) or Section 5.06(c), Additional Interest will not accrue under Section 5.06(b) or Section 5.06(c). Any such registration will be effected on terms customary for the resale of convertible notes generally offered in reliance upon Rule 144A under the Securities Act. (h) The Company shall not, and provided furthershall not permit any of its Subsidiaries to, resell any of the Notes that so long as such filings have been reacquired by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Subsidiaries. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company covenants so long as Securities are Outstanding, the Company shall file with the Trustee and the Commission, and transmit to holders, copies of such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to such Act; provided, that with respect to any such information, documents or reports required to be filed with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, the Company intends to file such information, documents or reports with the Commission in electronic form in accordance with Regulation S-T of the Commission using the Commission’s Electronic Data Gathering, Analysis and Retrieval system. Compliance with the foregoing, or any successor electronic system approved by the Commission, will at all times comply constitute delivery by the Company of such reports to the Trustee and holders in compliance with the Trust Indenture Act. (b) Notwithstanding anything to the contrary herein, the Trustee will have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of the reports, information and documents to the Trustee in accordance with this Section 5.03 will be solely for the purposes of compliance with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee’s receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 (whether or not filed in electronic form) is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall such will not constitute actual or constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no liability or responsibility for the filing, content or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or timelines of any successor system) has occurredreport hereunder aside from any report transmitted under this Indenture.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Securities and Exchange Commission, the Company shall deliver (which may be accomplished through posting on the internet) to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of the first three fiscal quarters of each fiscal year (commencing no earlier than the fiscal quarter ending September 30, 2011), quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to that it shall file with the Trustee Trustee, within 30 daysdays after it files such annual and quarterly reports, after the Company files the same information, documents and other reports with the CommissionSEC, copies of the its annual reports report and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission SEC may from time to time by rules and regulations prescribe) that which the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, howeverthat any such annual and quarterly reports, information, documents and other reports and information filed with the SEC may be provided by the Company shall not be required to deliver to the Trustee any correspondence filed electronically. The Company shall comply with the Commission or any materials for which other provisions of Section 314(a) of the Trust Indenture Act. The Company has sought will be deemed to have furnished such reports and received confidential treatment by information the Commission; and provided further, that so long as such filings by Trustee (the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings Trustee shall be deemed to have been delivered such reports and information to the Holders of the Securities)if the Company has filed such reports or information, respectively, with the Trustee for purposes hereof without SEC using the XXXXX filing system (or any further action required by successor filing system of the Company. For SEC) or, if the avoidance of doubtSEC will not accept such reports or information, a failure by the Company has posted such reports or information, respectively, on its website, and such reports or information, respectively, are available to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach Holder of this Section 5.03. (b) Securities through internet access. Delivery of reportssuch information, information documents and documents reports to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive knowledge or notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty shall not be obligated to examine any such reportsmonitor or confirm, information on a continuing basis or documents delivered to otherwise, the Trustee or filed with the Commission via XXXXX to ensure Company’s compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredforegoing covenants.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that the Trustee shall have no obligation to determine whether any such filing has been so made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (ai) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (bii) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (ba) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s 's Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s 's receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s 's compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s 's Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) shall deliver to the Trustee within 30 days, 15 days after the Company files the same is required to be filed with the Commission, copies of the quarterly and 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) reports, if any, that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act; provided). Any quarterly or annual report or other information, however, document or other report that the Company shall not be required to deliver to the Trustee any correspondence filed files with the Commission pursuant to Section 13 or any materials for which 15(d) of the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available Exchange Act on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings XXXXX system shall be deemed to constitute delivery of such filing to the Trustee as of the time such documents are filed with XXXXX, it being understood that the Trustee shall have no responsibility whatsoever to determine if such filings have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03made. (b) Delivery of the reports, information and documents described in clause (a) above to the Trustee under Section 5.03 is for informational purposes only only, and the information Trustee does not have the duty to review such information, documents or reports, is not considered to have notice of the content of such information, documents or reports and does not have a duty to verify the accuracy of such information, documents or reports. The Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee . (c) At any time the Company is not subject to Section 13 or 15(d) of the Exchange Act, the Company shall, so long as any of the Notes or any shares of Common Stock issuable upon conversion thereof shall, at such time, constitute “restricted securities” within the meaning of Rule 144(a)(3) under no duty to examine any such reportsthe Securities Act, information or documents delivered promptly provide to the Trustee Agent and shall, upon written request, provide to any Holder, beneficial owner or filed with the Commission via XXXXX to ensure compliance with the provision prospective purchaser of this Indenture such Notes or to ascertain the correctness or otherwise any shares of Common Stock issuable upon conversion of such Notes, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to facilitate the resale of such Notes or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever shares of Common Stock pursuant to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.Rule 144A.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), ) or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to file with the Trustee (unless such reports have been filed on the Commission’s Electronic Data Gathering, Analysis, and Retrieval system), within 30 days, 15 days after the Company files 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) that the Company is may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; , provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by . If the Company are available on is no longer required to file information, documents or reports pursuant to either of such sections of the Commission’s Electronic Data GatheringExchange Act, Analysis and Retrieval System (XXXXX), or any successor system, such filings the Company shall continue to provide the Trustee with reports containing substantially the same information as would have been required to be deemed filed with the Securities Exchange Commission had the Company continued to have been filed subject to such reporting requirements. In such event, such reports shall be provided to the Trustee within 15 days after the dates applicable to a registrant that is not an accelerated filer or a large accelerated filer on which the Company would have been required to provide reports to the Commission had it continued to have been subject to such reporting requirements. For the avoidance of doubt, the Company shall also comply with the Trustee for purposes hereof without any further action required by other provisions of Section 314(a) of the CompanyTrust Indenture Act. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.035.3. (b) Delivery The Company covenants and agrees to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from to time by the Commission, such additional information, documents and reports with respect to compliance by the Company with the conditions and covenants provided for in this Indenture as may be required from time to time by such rules and regulations. (c) The Company covenants and agrees to transmit electronically or by mail, first class postage prepaid, or reputable over-night delivery service that provides for evidence of reportsreceipt, information and documents to the Trustee under Section 5.03 is for informational purposes only Securityholders, as their names and addresses appear upon the information and Security Register, within 30 days after the filing thereof with the Trustee’s receipt of the foregoing shall not constitute constructive notice , such summaries of any information contained thereininformation, or determinable from information contained therein including documents and reports required to be filed by the Company’s compliance with any of their covenants thereunder Company pursuant to subsections (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision a) and (b) of this Indenture or Section 5.3 as may be required by rules and regulations prescribed from time to ascertain time by the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredCommission.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Securities and Exchange Commission, the Company shall make available to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of the first three fiscal quarters of each fiscal year (commencing no earlier than the fiscal quarter ending June 30, 2011), quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) Whether or not required by the rules and regulations of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies so long as any Securities are outstanding, the Company will furnish to the Trustees and Holders of Securities or cause the annual reports and Trustees to furnish to the Holders of the information, documents and other reports Securities (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant for public availability): (1) within 120 days after the end of each fiscal year, all annual financial information and certifications that would be required to Section 13 be contained in a filing with the Commission on Form 20-F or, if the Company is eligible to use such Form, Form 40-F, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and a report on the annual financial statements by the Company’s independent accounting firm; (2) within 60 days after the end of each of the first three fiscal quarters of each fiscal year, all interim quarterly financial information that would be required to be contained in quarterly reports under the laws of Canada or Section 15(dany Province thereof to security holders of a company with securities listed on the Toronto Stock Exchange, in each case including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and whether or not the Company has any of its securities listed on such exchange; and (3) within the time periods specified in the Commission’s rules and regulations, all current reports that would be required to be furnished to the Commission on Form 6-K if the Company were required to furnish these reports. The Company will file a copy of each of all of the information and reports referred to in clauses (1), (2) and (3) above with the Commision for public availability within the time periods specified in the rules and regulations applicable to such reports (unless the Commission will not accept such a filing) and will post the reports on its website within those time periods. If, at any time, the Company is no longer subject to the periodic reporting requirements of the Exchange Act; provided, howeverAct for any reason, the Company shall not be required to deliver to will nevertheless continue filing the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports specified in the preceding paragraphs of this covenant with the Commission within the time period prescribed thereof by periods specified above unless the Commission shall will not be deemed accept such a breach filing. The Company will not take any action for the purpose of this Section 5.03. (b) Delivery of reportscausing the Commission not to accept any such filings. If, information and documents to notwithstanding the Trustee under Section 5.03 is for informational purposes only and foregoing, the information and the Trustee’s receipt of the foregoing shall Commission will not constitute constructive notice of any information contained therein, or determinable from information contained therein including accept the Company’s compliance with filings for any of their covenants thereunder (reason, the Company will post the reports referred to in the preceding paragraphs on its website within the time periods described above. So long as to which any Securities are outstanding, the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered Company will deliver to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise Trustee, forthwith upon any officer of the information Company becoming aware of any Default or the statements contained therein. The Trustee shall have no responsibility Event of Default, a statement specifying such Default or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredEvent of Default.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings the delivery of reports, information and documents to the Trustee by electronic means or the Company are available on filing of documents via the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings system shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the CompanyCompany as of the time such documents are filed via XXXXX, or such successor system. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a1) The Notwithstanding that the Company will at all times comply with Section 314(amay not be subject to the reporting requirements of Sections 13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants will file with the SEC within the time periods specified in the SEC’s rules and agrees regulations that are then applicable to provide the Company (which delivery may be via electronic mailor if the Company is not then subject to the reporting requirements of the Exchange Act, then the time periods for filing applicable to a filer that is not an “accelerated filer” as defined in such rules and regulations) and make available to the Trustee within 30 days, after the Company files the same with the Commission, copies and Holders of the Offered Securities within 15 days thereafter, such annual reports and of the such information, documents and other reports (or copies of such portions of any as are specified in Sections 13 and 15(d) of the foregoing as the Commission may from time Exchange Act and applicable to time by rules and regulations prescribe) a U.S. corporation subject to such sections; provided, however, that the Company is 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 will make available such information to the Trustee and Holders of the Offered Securities within 15 days after the time the Company would be required to file such information with the Commission pursuant SEC if it were subject to Section Sections 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company Trustee shall have no responsibility to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03ensure such filing has occurred. (b2) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such reports shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their the covenants thereunder under the Indenture or the Offered Securities (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty Company will be deemed to examine any have furnished such reports, information or documents delivered reports referred to in this section to the Trustee or and the Holders of the Offered Securities if the Company has filed such reports with the Commission SEC via the XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX filing system (or any successor systemelectronic delivery procedure) has occurredand such reports are publicly available.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their its covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of For so long as the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysNotes are outstanding, after the Company files the same shall file with the CommissionSEC the Company’s annual and quarterly reports, 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 SEC may from time to time by rules and regulations prescribe) which the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act and will file such annual and quarterly reports, information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) with the Trustee, and make such information available through the mail or on the Company’s website, within 15 days of the date on which it would be required to file the same with the SEC (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice or knowledge 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 conclusively on Officers’ Certificates). Any such report, information or document that the Company files with the SEC through the SEC’s XXXXX database shall be deemed delivered to the Trustee for purposes of this Section 5.06(a) at the time of such filing through the XXXXX database; provided however, that the Trustee shall have no obligation whatsoever to determine if such filing has taken place. (b) If, at any time during the six-month period beginning on, and including, the date that is six months after the last date of original issuance of the Notes (including the last date of original issuance of additional Notes pursuant to the exercise of the Initial Purchaser’s overallotment option pursuant to the Purchase Agreement), the Company fails to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, howeveras applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 6-K), or the Notes are not otherwise Freely Tradable by Holders other than the Company’s Affiliates (as a result of restrictions pursuant to U.S. securities law or the terms of this Indenture or the Notes), the Company shall pay Additional Interest on the Notes. Such Additional Interest shall accrue on the Notes at the rate of 0.50% per annum of the principal amount of the Notes outstanding for each day during such period for which the Company’s failure to file has occurred and is continuing or for which such restrictions on transfer are applicable (ending on the Free Trade Date). (c) If, and for so long as, the Restrictive Notes Legend has not been removed from the Notes, the Notes are assigned a restricted CUSIP number or the Notes are not otherwise Freely Tradable by Holders other than the Company’s Affiliates (without restrictions pursuant to U.S. securities law or the terms of this Indenture or the Notes) as of the 375th day after the last date of original issuance of the Notes (including the last date of original issuance of additional Notes pursuant to the exercise of the Initial Purchaser’s overallotment option pursuant to the Purchase Agreement), the Company shall pay Additional Interest on the Notes. Such Additional Interest will accrue on the Notes at the rate of 0.50% per annum of the principal amount of Notes outstanding until the Restrictive Notes Legend has been removed in accordance with Section 2.13, the Notes are assigned an unrestricted CUSIP number and the Notes are Freely Tradable by Holders other than the Company’s Affiliates (without restrictions pursuant to U.S. securities law or the terms of this Indenture or the Notes). (d) Additional Interest will be required payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. (e) The obligation of the Company to pay Additional Interest pursuant to Section 5.06(b) or Section 5.06(c) is separate and distinct from, and in addition to, the obligation of the Company to pay Additional Interest under Section 7.01; provided that, in no event will the rate of any Additional Interest payable under this Section 5.06, when taken together with that of Additional Interest payable as described in Section 7.01, exceed a total rate of 0.50% per annum. (f) If Additional Interest is payable by the Company pursuant to Section 5.06(b) or Section 5.06(c), the Company shall deliver to the Trustee any correspondence filed with an Officers’ Certificate to that effect stating (i) the Commission or any materials for amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. If the Company has sought paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee an Officers’ Certificate setting forth the particulars of such payment. (g) If the Company is required to pay Additional Interest pursuant to this Section 5.06, the Company may elect to designate an effective shelf registration statement for the resale of the Notes. For each day on which such shelf registration statement remains effective and received confidential treatment usable by Holders for the Commission; resale of the Notes, notwithstanding Section 5.06(b) or Section 5.06(c), Additional Interest will not accrue under Section 5.06(b) or Section 5.06(c). Any such registration will be effected on terms customary for the resale of convertible notes generally offered in reliance upon Rule 144A under the Securities Act. (h) The Company shall not, and provided furthershall not permit any of its Subsidiaries to, resell any of the Notes that so long as such filings have been reacquired by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Subsidiaries. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(athe Trustee, within fifteen (15) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, days after the Company files is required to file the same with the CommissionSEC, after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, 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 SEC may from time to time by rules and regulations prescribe) that the Company is may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedor, howeverif the Company is not required to file information, documents or reports pursuant to either of such sections, then the Company shall not file with the Trustee and the SEC, in accordance with rules and regulations prescribed from time to time by the SEC and within fifteen (15) days after such information, documents or reports are due with respect to a non-accelerated filer and after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, such information, documents or reports that may be required pursuant to deliver Section 13 of the Exchange Act 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. Notwithstanding the foregoing, (i) the Company will be deemed to have furnished such information, documents or reports referred to above to the Trustee any correspondence filed with the Commission or any materials for which if the Company has sought and received confidential treatment by filed such information, documents or reports with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System XXXXX filing system (XXXXX), or any successor system) or, if at any time the Company is no longer subject to reporting under Section 13 or 15(d) of the Exchange Act and is not permitted to file such filings shall information, documents or reports with the SEC, if the Company posts such information, documents or reports on the Company’s publicly available website and (ii) if at any time the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will not be deemed to have been failed to comply with any of its obligations under this Section 6(a) until thirty (30) days after the date any information, document or report hereunder is required to be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Trustee. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under the Indenture or this Supplemental Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty obligation whatsoever to ascertain or determine whether or not such information, documents or reports have been filed pursuant to the above referenced filings with the Commission on XXXXX filing system (or its successor) or postings to any successor system) has website have occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided provided, further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will shall furnish to the Holders and to prospective purchasers of Securities, upon their request, the information required to be furnished pursuant to Rule 144A(d)(4) under the Securities Act. The Company shall furnish to the Trustee and, so long as Dekania CDO II, Ltd. holds any of the Securities, the Company shall furnish to Dekania CDO II, Ltd. or its designee, Statutory Financial Statements promptly following their filing with the Applicable Insurance Regulatory Authority. (b) The Company shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, (iii) Dekania Capital Management, LLC (at all times comply 1818 Market Street 28th Floor, Philadelphia, PA 19103, Attn: Matthew Xxxxxxx xx xxxx xxxxx xxxxxxx xxxx xxxx xx xxxx xxxxxnated by Xxxxxxx Xxxxxxl Management, LLC) and (iv) to any beneficial owner of the Securities reasonably identified to the Company (which identification may be made either by such beneficial owner or by Dekania Capital Management, LLC), a duly completed and executed certificate in the form attached hereto as Exhibit A, including the attachments referenced in such Exhibit, which certificate and attachments shall be so furnished by the Company not later than forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Company and not later than ninety (90) days after the end of each fiscal year of the Company. (c) If the Company intends to file its annual and quarterly information with the Securities and Exchange Commission (the "Commission") in electronic form pursuant to Regulation S-T of the Commission using the Commission's Electronic Data Gathering, Analysis and Retrieval ("EDGAR") system, the Company shall notify the Trustee in the manner prxxxxxbed herein of each such annual and quarterly filing. The Trustee is hereby authorized and directed to access the EDGAR system for purposes of retrieving the financial information so xxxxx. Compliance with the foregoing shall constitute delivery by the Company of its financial statements to the Trustee in compliance with the provisions of Section 314(a) of the Trust Indenture Act, if applicable. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of reports, information and documents to the Trustee pursuant to this Section 7.3(c) shall be solely for purposes of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee's receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the content thereof, including the Company’s 's compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredupon Officers' Certificates.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission SEC or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company, provided, however, that the Trustee shall have no obligation whatsoever to determine if such filing has been so made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEDXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to EDXXX xo ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX EDXXX (or any successor system) has occurred.

Reports by the Company. The Company covenants: (a) The so long as any Security is outstanding, if the Company will at all times comply with is subject to the requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants will file with the SEC (unless the SEC will not accept such filing) and, within 15 days after it files them with the SEC, file with the Trustee and agrees deliver or cause the Trustee to provide (which delivery may be via electronic mail) deliver to the Trustee within 30 days, after Holders at their addresses as set forth in the Company files register of the same with the CommissionSecurities, 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) that which the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act or which the Company would be required to file with the SEC if the Company then had a class of securities registered under the Exchange Act; provided, however. Notwithstanding the foregoing, the Company shall not will be required deemed to deliver have furnished such information referred to in the previous sentence to the Trustee any correspondence filed with and the Commission or any materials for which Holders if the Company has sought filed such reports and received confidential treatment by other information with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System XXXXX filing system (XXXXX), or any successor system, ) and such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information reports and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) information are publicly available. Delivery of such reports, information and documents to the Trustee under Section 5.03 is will be for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee . (b) If the SEC will not accept such filing or the Company is under no duty longer subject to examine the periodic reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will confidentially post the reports, documents and information referred to in Section 3.6(a) on any password-protected online data system for any beneficial owner of Securities, bona fide prospective investor, any securities analyst (to the extent providing analysis of an investment in the Securities) or any bona fide market maker in the Securities upon certification to the Company as provided in Section 3.6(c) (a “Permitted Party”) within the time periods that would apply if the Company were required to file such reports, documents and information or documents delivered with the SEC and, in that event, the Company will be deemed to have furnished such information referred to above to the Trustee or filed with and the Commission via XXXXX Holders. Any such password-protected online data system may, at the Company’s option, require a confidentiality acknowledgment in order to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of access the information or the statements and reports contained thereinthereon. The Trustee shall have no responsibility or duty obligation whatsoever to ascertain determine if such posting has occurred or determine whether for the above referenced filings content of such reports. (c) Any person who requests or accesses such financial information will be required to certify to the Company (to the Company’s reasonable satisfaction) that: (1) it is a Permitted Party; (2) it will not use the information in violation of applicable securities laws or regulations; (3) it will keep such reports and the information contained therein confidential and will not communicate the reports or information to any person; (4) it will not use such reports and the information contained therein for any purpose other than their investment or potential investment in the Securities; and (5) it will not use the information to compete with the Commission Company or any of its Subsidiaries and that it is not a Person (which includes such Person’s Affiliates) that is principally engaged in a competitive business or that derives a significant portion of its revenues from operation of a competitive business. (d) To the extent not otherwise required by the rules and regulations of the SEC, none of the reports in Section 3.6(a) will be required to (1) comply with Section 302, Section 404 or Section 906 of the Xxxxxxxx-Xxxxx Act of 2002, or Item 302, 307, 308, 402, 405, 406 or 407 of Regulation S-K promulgated by the SEC, or Regulation G under the Exchange Act or Item 10(e) of Regulation S-K (with respect to any non-GAAP financial measures contained therein) or Item 601 of Regulation S-K (with respect to exhibits), in each case, as in effect on XXXXX the Issue Date, (2) contain the separate financial information for Subsidiary Guarantors or Subsidiaries contemplated by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X promulgated by the SEC (or any similar successor systemprovision), (3) has occurredcontain the financial statements, schedules or exhibits contemplated by Rule 3-05 of Regulation S-X promulgated by the SEC (or any similar successor provision) or (4) to provide financial statements in interactive data format using the eXtensible Business Reporting Language. (e) the Company, at its option, may satisfy its obligations under Section 3.6(a) by delivering reports, documents and information of a parent entity if such parent entity is subject to the periodic reporting requirements of Section 13 or 15(d) of the Exchange Act and the Company’s Common Stock is no longer listed or quoted on a national securities exchange in the United States. In such a case, the reports, information and other documents required to be furnished to the Holders pursuant to this covenant may, at the option of the Company, be filed by and be those of such parent rather than the Company; provided, however, that the same is accompanied by consolidating information, which may be unaudited, that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Restricted Subsidiaries on a standalone basis, on the other hand. Such parent entity shall not be considered a guarantor by virtue of providing such reports.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that the Trustee shall have no obligation to determine whether any such filing has been so made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to will provide (which delivery may be via electronic mail) to the Trustee Trustee, within 30 days, days after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, that the Company shall will not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided provided, further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall will be deemed to have been filed with the Trustee for purposes hereof of this Indenture without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information information, and other reports with the Commission within the time period prescribed thereof by the Commission shall will not be deemed a breach of this Section 5.03. (b) Delivery of reports, information information, and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall will not constitute constructive notice of any information contained thereincontained, or determinable from information contained therein contained, in such reports, information, or documents, including the Company’s compliance with any of their its covenants thereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information information, or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision provisions of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained thereinin such reports, information, or documents. The Trustee shall have has no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has have occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (ba) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the CommissionSEC, 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 SEC may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission SEC or any materials for which the Company has sought and received confidential treatment by the CommissionSEC; and provided further, that so long as such filings by the Company are available on the CommissionSEC’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission SEC shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX EXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX EXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysand the SEC, after the Company files the same with the Commissionand transmit to Holders, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided in the Trust Indenture Act; provided that, any such information, documents or reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file be filed with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange ActAct shall be filed with the Trustee within 30 calendar days after the same is filed with the SEC; provided, however, provided further that the filing of the reports specified in Section 13 or 15(d) of the Exchange Act by an entity that is the direct or indirect parent of the Company shall satisfy the requirements of this Section 10.02 so long as such entity is an obligor or guarantor on the Securities; provided further that the reports of such entity shall not be required to deliver include condensed consolidating financial information for the Company in a footnote to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as financial statements of such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companyentity. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive notice or knowledge of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee It is under no duty to examine any such reports, information or documents delivered expressly understood that materials transmitted electronically by the Company to the Trustee or filed pursuant to the SEC’s EDGAR system (or any successor electronic filing system) shall be deemed filed with the Commission via XXXXX Trustee and transmitted to ensure compliance with the provision Holders for purposes of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained thereinSection 10.02. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether if and when such reports have been filed electronically by the above referenced filings with the Commission on XXXXX (or any successor system) has occurredCompany.

Reports by the Company. (a) The Company will at all times comply shall provide to the Trustee: (1) within forty-five (45) days after filing with Section 314(a) the SEC, paper copies or, if such documents are readily available on the Commission’s website, notification of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysavailability of, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange ActAct or as otherwise required by the Securities Act or by rule or regulation of the Commission; providedand (2) so long as not contrary to the then-current recommendations of the American Institute of Certified Public Accountants, howeverannual financial statements delivered pursuant to clause (i) above shall be accompanied by a written statement of the Company’s independent public accountants to the effect that, in making the examination necessary for certification of such financial statements, nothing has come to their attention which would lead them to believe that the Company has violated the provisions of Section 4.01 of this Indenture or, if any such violation has occurred, specifying the nature and period of existence thereof, it being understood that such accountants shall not be liable directly or indirectly to any Person for any failure to obtain knowledge of any such violation. (b) The Company, or such other entity as the Company shall designate as Bond Registrar, shall provide the Trustee at intervals of not more than six months with management reports providing the Trustee with such information regarding the accounts maintained by the Company for the benefit of the Bondholders as the Trustee may reasonably request, which information shall include at least the following for the relevant time interval from the date of the immediately preceding report: (i) the outstanding balance of each account at the end of the period; (ii) interest credited for the period; (iii) repayments, repurchases and redemptions, if any, made during the period; and (iv) the interest rate paid on each Bond in such account maintained by the Bond Registrar during the period. (c) Notwithstanding any provision of this Indenture to the contrary, the Company shall not be required have any obligation to deliver to maintain any of its securities (including the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXSecurities hereunder), including without limitation its common stock, as securities registered under the Exchange Act or the Securities Act, or as securities listed and publicly traded on any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companynational securities exchange. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained thereinhereunder. The Trustee shall have no responsibility obligation to determine if the Company has filed all reports, information or duty whatsoever other documents that it is required to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredfile pursuant to Section 5.03(a)(1).

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03.to (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. Unless otherwise specified as contemplated by Section 2.03 for the Securities of any Series, whether or not required by the Commission’s rules and regulations, the Company shall file with the Commission within the time periods specified in the Commission’s rules and regulations, and provide the Trustee and Holders and prospective Holders (aupon request) within 15 days after it files them with the Commission, copies of its annual report and the information, documents and other reports that are specified in Sections 13 and 15(d) of the Securities Exchange Act, provided that for purposes of this covenant, such information, documents and other reports shall be deemed to have been furnished to the Trustee and Holders if they are electronically available via the Commission’s XXXXX System. Even if the Company is entitled under the Securities Exchange Act not to furnish such information to the Commission, the Company shall nonetheless continue to furnish information that would be required to be furnished by the Company by Section 13 or 15(d) of the Securities Exchange Act (excluding exhibits) to the Trustee and the Holders of the Securities of any Series as if it were subject to such periodic reporting requirements. The Company will at all times shall also comply with the other provisions of Section 314(a) of the Trust Indenture ActAct of 1939. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Delivery of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered Notwithstanding anything herein to the Trustee or filed contrary, the Issuer will not be deemed to have failed to comply with any of its obligations under this Section 4.03 for purposes of Section 5.01(e) until 90 days after the Commission via XXXXX to ensure compliance with the provision of date any report under this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredSection 4.03 is due.”

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the ​ ​ Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will shall furnish to the Holders and to prospective purchasers of Securities, upon their request, the information required to be furnished pursuant to Rule 144A(d)(4) under the Securities Act. The Company shall furnish to the Trustee and, so long as ICONS, Ltd. holds any of the Securities, the Company shall furnish to ICONS, Ltd. or its designee, the statutory financial statements promptly following their filing with the Applicable Insurance Regulatory Authority or otherwise required under the Applicable Insurance Law. (b) The Company shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, (iii) ICONS, Ltd. (at all times comply P.O. Box 1093GT, Queensgate HouseSouth Church Street, Xxxxxx Town, Grand Cayman, Cayman Islands, Attn: Xxxx Parchment or such other address from time to time designated by ICONS, Ltd.) and (iv) to any beneficial owner of the Securities reasonably identified to the Company (which identification may be made either by such beneficial owner or by ICONS, Ltd.), a duly completed and executed certificate in the form attached hereto as Exhibit A, including the attachments referenced in such Exhibit, which certificate and attachments shall be so furnished by the Company not later than forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Company and not later than ninety (90) days after the end of each fiscal year of the Company. (c) If the Company intends to file its annual and quarterly information with the Securities and Exchange Commission (the “Commission”) in electronic form pursuant to Regulation S-T of the Commission using the Commission’s Electronic Data Gathering, Analysis and Retrieval (“XXXXX”) system, the Company shall notify the Trustee in the manner prescribed herein of each such annual and quarterly filing. The Trustee is hereby authorized and directed to access the XXXXX system for purposes of retrieving the financial information so filed. Compliance with the foregoing shall constitute delivery by the Company of its financial statements to the Trustee in compliance with the provisions of Section 314(a) of the Trust Indenture Act, if applicable. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of reports, information and documents to the Trustee pursuant to this Section 7.3(c) shall be solely for purposes of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee’s receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the content thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredupon Officers’ Certificates.

Reports by the Company. (a) The Company will at all times comply shall furnish to the Holders and to prospective purchasers of Securities, upon their request, the information required to be furnished pursuant to Rule 144A(d)(4) under the Securities Act. The delivery requirement set forth in the preceding sentence may be satisfied by compliance with Section 7.3(b) hereof. (b) The Company shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, and (iii) any beneficial owner of the Securities reasonably identified to and confirmed by the Company, a duly completed and executed certificate substantially and substantively in the form attached hereto as Exhibit A, including the financial statements referenced in such Exhibit, which certificate and financial statements shall be so furnished by the Company not later than forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Company and not later than ninety (90) days after the end of each fiscal year of the Company to the extent such financial statements are not publicly available by such dates via EDGAR.. (c) If the Company intends to file its annual and xxxxxerly information with the Securities and Exchange Commission (the "Commission") in electronic form pursuant to Regulation S-T of the Commission using the Commission's Electronic Data Gathering, Analysis and Retrieval ("EDGAR") system, the Company shall notify the Trustee in the manner pxxxxxibed herein of each such annual and quarterly filing. The Trustee is hereby authorized and directed to access the EDGAR system for purposes of retrieving the financial information so xxxxd. Compliance with the foregoing shall constitute delivery by the Company of its financial statements to the Trustee in compliance with the provisions of Section 314(a) of the Trust Indenture Act, if applicable. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of reports, information and documents to the Trustee pursuant to this Section 7.3(c) shall be solely for purposes of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee's receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the content thereof, including the Company’s 's compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredupon Officers' Certificates.

Reports by the Company. So long as any of the Certificates remain Outstanding: (a) The the Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) shall furnish to the Pass Through Trustee and, upon request, make available to each Certificateholder and to each Certificate Owner who has made a valid Certificate Owner Request, within 30 days, days after the Company files Royal Ahold is required to file the same with the Commission, copies of the annual reports and of reports, 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) that the Company ), if any, which Royal Ahold is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however; (b) so long as any of the Certificates are "restricted securities" within the meaning of Rule 144(a)(3) under the Securities Act, the Company shall not be required during any period in which Royal Ahold is neither subject to deliver Section 13 or 15(d) under the Exchange Act, nor exempt from reporting pursuant to Rule 12g3-2(b) thereunder, make available to any Certificateholder and, upon request, to each Certificate Owner who has made a valid Certificate Owner Request in connection with any sale of Certificates or any sale of a beneficial interest in the Certificates and any prospective purchaser of Certificates (or a beneficial interest therein) from such Certificateholder or Certificate Owner the information with respect to Royal Ahold specified in, and meeting the requirements of, Rule 144A(d)(4) under the Securities Act; and (c) the Company shall furnish to the Pass Through Trustee any correspondence filed with on or before a date not more than 120 days after the Commission or any materials for which end of each fiscal year of the Company has sought ending after the date hereof, an Officer's Certificate stating as to the officer signing such certificate, whether or not, to such officer's knowledge, the Company is in default in the performance and received confidential treatment by observance of any of the Commission; terms, provisions and provided furtherconditions hereof and, that so long as if the Company shall be in default, specifying (1) all such filings defaults and the nature thereof of which such officer may have knowledge, and (2) the actions proposed to be undertaken by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System with respect thereto (XXXXXfor purposes of this paragraph (c), or any successor system, such filings performance and observance shall be deemed determined without regard to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance period of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach grace or requirement of this Section 5.03notice provided hereunder). (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(ashall furnish to the Holders and to prospective purchasers of Securities, upon their request, the information required to be furnished pursuant to Rule 144A(d)(4) of under the Trust Indenture Securities Act. The Company covenants and agrees to provide (which delivery requirement set forth in the preceding sentence may be via electronic mailsatisfied by compliance with Section 7.3(b) hereof. (b) The Company shall furnish to each of (i) the Trustee within 30 daysTrustee, after (ii) the Company files the same with the CommissionHolders and to subsequent holders of Securities, copies (iii) any beneficial owner of the annual reports Securities reasonably identified to 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings confirmed by the Company (which identification may be made by such beneficial owner) and (iv) any designee of (i), (ii) or (iii) above, a duly completed and executed officer’s financial certificate substantially and substantively in the form attached hereto as Exhibit A, including the financial statements referenced in such Exhibit (to the extent such financial statements and reports are not publicly available on by such dates via XXXXX), and the general and administrative expense reports referenced in such Exhibit), which certificate, financial statements and reports shall be so furnished by the Company not later than forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Company and not later than ninety (90) days after the end of each fiscal year of the Company. (c) If the Company intends to file its annual and quarterly information with the Securities and Exchange Commission (the “Commission”) in electronic form pursuant to Regulation S-T of the Commission using the Commission’s Electronic Data Gathering, Analysis and Retrieval System (“XXXXX), or any successor ”) system, the Company shall notify the Trustee in the manner prescribed herein of each such filings shall be deemed annual and quarterly filing. The Trustee is hereby authorized and directed to have been filed access the XXXXX system for purposes of retrieving the financial information so filed. Compliance with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure foregoing shall constitute delivery by the Company of its financial statements to file annual reports, information and other reports the Trustee in compliance with the Commission within provisions of Section 314(a) of the time period prescribed thereof by Trust Indenture Act, if applicable. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Commission shall not be deemed a breach Company makes with the Commission, regardless of this Section 5.03. (b) whether such filings are periodic, supplemental or otherwise. Delivery of reports, information and documents to the Trustee under pursuant to this Section 5.03 is 7.3(c) shall be solely for informational purposes only of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act, and shall not relieve the information and Company of the obligation to deliver the certificate referred to in Section 7.3(b). The Trustee’s receipt of the foregoing such reports, information and documents shall not constitute constructive notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the content thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredupon Officers’ Certificates.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee and the Securities Administrator, within 30 days, days after the date the Company files the same with the Commission, copies copies, which may be in electronic format, 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) that which the Company is may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Notwithstanding that the Company may not be required to remain subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, 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 Commission, the Company shall continue to provide the Trustee and the Securities Administrator: (1) within 90 days of the end of each fiscal year, audited consolidated financial statements of the Company for the preceding fiscal year, and a corresponding management’s discussion and analysis of such audited consolidated financial statements; and (2) within 60 days of the end of the first three fiscal quarters of each fiscal year, unaudited financial statements of the Company for the preceding fiscal quarter, and a corresponding management’s discussion and analysis of such unaudited consolidated financial statements. (c) Any documents filed by the Company with the Commission via the Commission’s XXXXX system will be deemed filed with the Trustee and the Securities Administrator as of the time such documents are filed via the Commission’s XXXXX system; provided however, that neither the Trustee nor the Securities Administrator shall have any obligation whatsoever to determine whether or not such information, documents or reports have been filed pursuant to the XXXXX system (or its successor), nor will the Trustee or the Securities Administrator have any duty to monitor any filings made with the XXXXX system (or its successor). (d) Delivery of such reports, information and documents to the Trustee under Section 5.03 and the Securities Administrator is for informational purposes only and the information Trustee’s and the TrusteeSecurities Administrator’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is and the Securities Administrator are entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) Notwithstanding that the Company is required may not be subject to file with the Commission pursuant to 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, the Company shall furnish to the holders and the Trustee: (1) within 90 days after the end of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in an annual report on Form 10-K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and a report on the annual financial statements by the Company’s independent registered public accounting firm; (2) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in a quarterly report on Form 10-Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and financial statements prepared in accordance with GAAP applicable to interim financial statements; and (3) within five business days after the occurrence of any of the following events, all current reports that would be required to be filed with the Commission on Form 8-K as in effect on the Issue Date; provided that the foregoing shall not obligate the Company to make available (i) any information regarding the occurrence of any of the following events if the Company determines in its reasonable determination that such event that would otherwise be required to be disclosed is not material to the securityholders or the business, assets, operations, financial positions or prospects of the Company and its Subsidiaries, taken as a whole, (ii) an exhibit or a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between the Company or any of its Subsidiaries and any director, officer or manager of the Company or any of its Subsidiaries, (iii) copies of any agreements, financial statements or other items that would be required to be filed as exhibits to a current report on Form 8-K or (iv) any trade secrets, privileged or confidential information obtained from another Person and competitively sensitive information: (a) the entry into or termination of material agreements; (b) significant acquisitions or dispositions (which shall only be with respect to acquisitions or dispositions that are significant within the meaning of Item 2.01 of Form 8-K as in effect on the Issue Date); (c) bankruptcy; (d) the incurrence of a direct material financial obligation; (e) cross-default under direct material financial obligations; (f) a change in the Company’s certifying independent auditor; (g) material charge for impairments; (h) the appointment or departure of directors or executive officers (with respect to the principal executive officer, president, principal financial officer, principal accounting officer and principal operating officer (or persons fulfilling similar duties) only); (i) change in fiscal year; (j) non-reliance on previously issued financial statements; and (k) change of control transactions, in each case, in a manner that complies in all material respects with the requirements specified in such form, except as described above or below and subject to exceptions consistent with the presentation of information in the offering memorandum; provided, however, that the Company shall not be required to deliver provide (i) separate financial statements or other information contemplated by Rules 3-05, 3-09, 3-10, 3-16 or 4-08 of Regulation S-X (or any successor provisions) or any schedules required by Regulation S-X, (ii) information required by Regulation G under the Exchange Act or Item 10(e), Item 302, Item 402 or Item 601 of Regulation S-K (or any successor provision), (iii) XBRL exhibits, and (iv) information regarding executive compensation and related party disclosure related to SEC Release Nos. 33-8732A, 34-54302A and IC-27444A. In addition, notwithstanding the foregoing, the Company will not be required to (i) comply with Sections 302, 906 and 404 of the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (ii) otherwise furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K (or any successor provision); provided, further, that the foregoing deadlines shall be extended to the extent the Commission provides for any grace periods extensions, exemptions, orders or other forms of relief related to the filing deadlines applicable to a “non-accelerated filer,” as defined in Rule 12b-2 of the Exchange Act. (b) Substantially concurrently with the furnishing or making such information available to the Trustee any correspondence filed with the Commission or any materials for which pursuant to Section 4.2(a), the Company has sought shall also use its commercially reasonable efforts to post copies of such information required by Section 4.2(a) on a website (which may be nonpublic and received confidential treatment by the Commission; and provided further, that so long as such filings may be maintained by the Company or a third party) to which access will be given to securityholders, prospective investors in the Notes (which prospective investors shall be limited to “qualified institutional buyers” within the meaning of Rule 144A of the Securities Act or non-U.S. persons (as defined in Regulation S under the Securities Act) that certify their status as such to the reasonable satisfaction of the Company), and securities analysts and market making financial institutions that are available reasonably satisfactory to the Company. The Company may condition the delivery of any such reports to such prospective investors in the Notes and securities analysts and market making financial institutions on the Commission’s Electronic Data Gatheringagreement of such Persons to (i) treat all such reports (and the information contained there) and information as confidential, Analysis (ii) not use such reports (and Retrieval System the information contained therein) and information for any purpose other than their investment or potential investment in the notes and (XXXXX)iii) not publicly disclose any such reports (and the information contained therein) and information. (c) To the extent any such information is not so filed or furnished, as applicable, within the time periods specified in this Section 4.2 and such information is subsequently filed or furnished, as applicable, the Company will be deemed to have satisfied its obligations with respect thereto at such time and any successor system, such filings Event of Default with respect thereto shall be deemed to have been cured; provided that such cure shall not otherwise affect the rights of the securityholders under Section 5.1 if securityholders of at least 30% in aggregate principal amount of the then Outstanding Notes have declared the principal, premium, if any, interest and any other monetary obligations on all the then-outstanding notes to be due and payable immediately and such declaration shall not have been rescinded or cancelled prior to such cure. (d) In addition, to the extent not satisfied by the foregoing, the Company shall, for so long as any Notes are Outstanding, furnish to securityholders and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (e) The Company shall use its commercially reasonable efforts, consistent with its judgment as to what is prudent at the time, to participate in quarterly conference calls (which may be a single conference call together with investors and lenders holding other securities or Indebtedness of the Company and/or its Subsidiaries) to discuss the Company’s results of operations. (f) Notwithstanding anything to the contrary in the Indenture, if the Company has filed with the Trustee for purposes hereof without any further action required by Commission the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission described in this Section 4.2 within the time period periods prescribed thereof by the Commission SEC, including any related grace periods, extensions, exemptions or other relief provided for by the SEC, the Company shall not be deemed a breach of to be in compliance with this Section 5.034.2. (bg) Delivery of reports, information and documents to the Trustee under this Section 5.03 4.2 is for informational purposes only and the information and the Trustee’s its receipt of the foregoing such reports shall not constitute actual or constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under the Indenture or the Notes (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility for the filing, timeliness or duty whatsoever content of such reports. The Trustee shall not be obligated to ascertain monitor or determine whether confirm, on a continuing basis or otherwise, our compliance with the above referenced filings covenants or with respect to any reports or other documents filed with the Commission on or XXXXX (or website under the Indenture, or participate in any successor system) has occurredconference calls.

Reports by the Company. (a) The At any time that the Company will at all times comply with is subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Exchange Act, so long as any Securities issued under this Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysare outstanding, after the Company files will file with the Trustee, within 15 days after it has filed the same with the CommissionSEC, 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 SEC may from time to time by rules and regulations prescribe) that the Company is it may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedAct (other than confidential filings, howeverdocuments subject to confidential treatment and correspondence with the SEC). Documents delivered to the Trustee by electronic means or filed by the Company with the SEC via the EXXXX system (or any successor thereto) will be deemed to be filed with the Trustee as of the time such documents are so delivered or filed via EXXXX (or such successor system), it being understood that the Trustee shall have no obligation to determine whether such filings have been made or be deemed to have knowledge of the information contained therein. The Company shall at all times comply with Section 314(a) of the TIA. (b) To the extent not satisfied by the foregoing, the Company shall not be will furnish to the Holders of such series of Securities and to prospective investors of the Securities, upon their request, the information required to deliver be delivered pursuant to Rule 144A(d)(4) under the Trustee Securities Act if, and so long as, the applicable Securities are not freely transferable under the Securities Act. (c) To the extent any correspondence filed with information is not provided within the Commission or any materials for which time periods specified in this Section 10.02 and such information is subsequently provided, the Company has sought will be deemed to have satisfied its obligations with respect thereto at such time and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), any Default or any successor system, such filings Event of Default with respect thereto shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03cured. (bd) Delivery of such reports, information and documents to the Trustee under Section 5.03 is shall be for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive notice or knowledge of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their the covenants thereunder contained in the Indenture (as to which the Trustee is will be entitled to conclusively rely exclusively on upon an Officer’s Certificate). The Trustee It is under no duty to examine any such reports, information or documents delivered expressly understood that materials transmitted electronically by the Company to the Trustee or filed with pursuant to the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX SEC’s EXXXX system (or any successor electronic filing system) has occurredshall be deemed filed with the Trustee and transmitted to Holders for purposes of this Section 10.02.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(athe Trustee, within fifteen (15) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, days after the Company files is required to file the same with the CommissionSEC, after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, 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 SEC may from time to time by rules and regulations prescribe) that the Company is may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedor, howeverif the Company is not required to file information, documents or reports pursuant to either of such sections, then the Company shall not file with the Trustee and the SEC, in accordance with rules and regulations prescribed from time to time by the SEC and within fifteen (15) days after such information, documents or reports are due with respect to a non-accelerated filer and after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, such information, documents or reports that may be required pursuant to deliver Section 13 of the Exchange Act 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. Notwithstanding the foregoing, (i) the Company will be deemed to have furnished such information, documents or reports referred to above to the Trustee any correspondence filed with the Commission or any materials for which if the Company has sought and received confidential treatment by filed such information, documents or reports with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System XXXXX filing system (XXXXX), or any successor system) or, if at any time the Company is no longer subject to reporting under Section 13 or 15(d) of the Exchange Act and is not permitted to file such filings shall information, documents or reports with the SEC, if the Company posts such information, documents or reports on the Company’s publicly available website and (ii) if at any time the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will not be deemed to have been failed to comply with any of its obligations under this Section 6(a) until thirty (30) days after the date any information, document or report hereunder is required to be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Trustee. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under the Indenture or this Second Supplemental Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under shall have no duty obligation whatsoever to examine any confirm whether or not such reportsinformation, information documents or documents delivered to the Trustee or reports have been filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information SEC or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX filing system (or its successor) or posted to any successor system) has occurredwebsite.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) Notwithstanding that the Company is required may not be subject to file with the Commission pursuant to 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, the Company shall furnish to the holders and the Trustee: (1) within 90 days after the end of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in an annual report on Form 10-K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and a report on the annual financial statements by the Company’s independent auditors; (2) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in a quarterly report on Form 10-Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and financial statements prepared in accordance with GAAP applicable to interim financial statements; and (3) within five business days after the occurrence of any of the following events, all current reports that would be required to be filed with the Commission on Form 8-K as in effect on the Issue Date; provided that the foregoing shall not obligate the Company to make available (i) any information regarding the occurrence of any of the following events if the Company determines in its reasonable determination that such event that would otherwise be required to be disclosed is not material to the securityholders or the business, assets, operations, financial positions or prospects of the Company and its Subsidiaries, taken as a whole, (ii) an exhibit or a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between the Company or any of its Subsidiaries and any director, officer or manager of the Company or any of its Subsidiaries, (iii) copies of any agreements, financial statements or other items that would be required to be filed as exhibits to a current report on Form 8-K or (iv) any trade secrets, privileged or confidential information obtained from another Person and competitively sensitive information: (a) the entry into or termination of material agreements; (b) significant acquisitions or dispositions (which shall only be with respect to acquisitions or dispositions that are significant within the meaning of Item 2.01 of Form 8-K as in effect on the Issue Date); (c) bankruptcy; (d) the incurrence of a direct material financial obligation; (e) cross-default under direct material financial obligations; (f) a change in the Company’s certifying independent auditor; (g) material charge for impairments; (h) the appointment or departure of directors or executive officers (with respect to the principal executive officer, president, principal financial officer, principal accounting officer and principal operating officer (or persons fulfilling similar duties) only); (i) change in fiscal year; (j) non-reliance on previously issued financial statements; and (k) change of control transactions, in each case, in a manner that complies in all material respects with the requirements specified in such form, except as described above or below and subject to exceptions consistent with the presentation of information in the offering memorandum; provided, however, that the Company shall not be required to deliver to the Trustee provide (i) segment reporting and disclosure (including any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment required by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXFASB Accounting Standards Codification Topic 280), (ii) separate financial statements or any successor systemother information contemplated by Rules 3-05, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance 3-09, 3-10, 3-16, 4-08, 13-01 or 13-02 of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX Regulation S-X (or any successor systemprovisions) has occurredor any schedules required by Regulation S-X, (iii) information required by Regulation G under the Exchange Act or Item 10, Item 302, Item 402 or Item 601 of Regulation S-K (or any successor provision), (iv) XBRL exhibits, (v) earnings per share information, and (vi) information regarding executive compensation and related party disclosure related to Commission Release Nos. 33-8732A, 34-54302A and IC-27444A. In addition, notwithstanding the foregoing, the Company will not be required to (i) comply with Sections 302, 906 and 404 of the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (ii) otherwise furnish any information, certificates, documents or reports required by Items 307, 308, 402 or 601 of Regulation S-K (or any successor provision); provided, further, that the foregoing deadlines shall be extended to the extent the Commission provides for any grace periods extensions, exemptions, orders or other forms of relief related to the filing deadlines applicable to a “non-accelerated filer,” as defined in Rule 12b-2 of the Exchange Act. (b) Substantially concurrently with the furnishing or making such information available to the Trustee pursuant to Section 4.2(a), the Company shall also use its commercially reasonable efforts to post copies of such information required by Section 4.2(a) on a website (which may be nonpublic, may require a confidentiality acknowledgment and may be maintained by the Company or a third party) to which access will be given to securityholders, prospective investors in the Notes (which prospective investors shall be limited to “qualified institutional buyers” within the meaning of Rule 144A of the Securities Act or non-U.S. persons (as defined in Regulation S under the Securities Act) that certify their status as such to the reasonable satisfaction of the Company), securities analysts (to the extent providing analysis of an investment in the Notes) and market making financial institutions that are reasonably satisfactory to the Company; provided that the Company may deny access to any competitively-sensitive information and reports otherwise to be provided pursuant to this paragraph to any holder, bona fide prospective investors, security analyst or market maker that is a competitor of the Company and its Subsidiaries to the extent that the Company determines in good faith that the provision of such information and reports to such Person would be competitively harmful to the Company and its Subsidiaries. The Company may condition the delivery of any such reports to such prospective investors in the Notes and securities analysts and market making financial institutions on the agreement of such Persons to (i) treat all such reports (and the information contained there) and information as confidential, (ii) not use such reports (and the information contained therein) and information for any purpose other than their investment or potential investment in the Notes and (iii) not publicly disclose any such reports (and the information contained therein) and information.

Reports by the Company. The Company covenants: (a) The So long as any Security is outstanding, if the Company will at all times comply with is subject to the requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants will file with the SEC (unless the SEC will not accept such filing) and, within 15 days after it files them with the SEC, file with the Trustee and agrees deliver or cause the Trustee to provide (which delivery may be via electronic mail) deliver to the Trustee within 30 days, after Holders at their addresses as set forth in the Company files register of the same with the CommissionSecurities, 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) that which the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act or which the Company would be required to file with the SEC if the Company then had a class of securities registered under the Exchange Act; provided, however. Notwithstanding the foregoing, the Company shall not will be required deemed to deliver have furnished such information referred to in the previous sentence to the Trustee any correspondence filed with and the Commission or any materials for which Holders if the Company has sought filed such reports and received confidential treatment by other information with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System EXXXX filing system (XXXXX), or any successor system, ) and such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information reports and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) information are publicly available. Delivery of such reports, information and documents to the Trustee under Section 5.03 is will be for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee . (b) If the SEC will not accept such filing or the Company is under no duty longer subject to examine the periodic reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will confidentially post the reports, documents and information referred to in Section 3.6(a) on any password-protected online data system for any beneficial owner of Securities, bona fide prospective investor, any securities analyst (to the extent providing analysis of an investment in the Securities) or any bona fide market maker in the Securities upon certification to the Company as provided in Section 3.6(c) (a “Permitted Party”) within the time periods that would apply if the Company were required to file such reports, documents and information or documents delivered with the SEC and, in that event, the Company will be deemed to have furnished such information referred to above to the Trustee or filed with and the Commission via XXXXX Holders. Any such password-protected online data system may, at the Company’s option, require a confidentiality acknowledgment in order to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of access the information or the statements and reports contained thereinthereon. The Trustee shall have no responsibility or duty obligation whatsoever to ascertain determine if such posting has occurred or determine whether for the above referenced filings content of such reports. (c) Any person who requests or accesses such financial information will be required to certify to the Company (to the Company’s reasonable satisfaction) that: (1) it is a Permitted Party; (2) it will not use the information in violation of applicable securities laws or regulations; (3) it will keep such reports and the information contained therein confidential and will not communicate the reports or information to any person; (4) it will not use such reports and the information contained therein for any purpose other than their investment or potential investment in the Securities; and (5) it will not use the information to compete with the Commission Company or any of its Subsidiaries and that it is not a Person (which includes such Person’s Affiliates) that is principally engaged in a competitive business or that derives a significant portion of its revenues from operation of a competitive business. (d) To the extent not otherwise required by the rules and regulations of the SEC, none of the reports in Section 3.6(a) will be required to (1) comply with Section 302, Section 404 or Section 906 of the Sxxxxxxx-Xxxxx Act of 2002, or Item 302, 307, 308, 402, 405, 406 or 407 of Regulation S-K promulgated by the SEC, or Regulation G under the Exchange Act or Item 10(e) of Regulation S-K (with respect to any non-GAAP financial measures contained therein) or Item 601 of Regulation S-K (with respect to exhibits), in each case, as in effect on XXXXX the Issue Date, (2) contain the separate financial information for Subsidiary Guarantors or Subsidiaries contemplated by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X promulgated by the SEC (or any similar successor systemprovision), (3) has occurredcontain the financial statements, schedules or exhibits contemplated by Rule 3-05 of Regulation S-X promulgated by the SEC (or any similar successor provision) or (4) to provide financial statements in interactive data format using the eXtensible Business Reporting Language. (e) The Company, at its option, may satisfy its obligations under Section 3.6(a) by delivering reports, documents and information of a parent entity if such parent entity is subject to the periodic reporting requirements of Section 13 or 15(d) of the Exchange Act and the Company’s Common Stock is no longer listed or quoted on a national securities exchange in the United States. In such a case, the reports, information and other documents required to be furnished to the Holders pursuant to this covenant may, at the option of the Company, be filed by and be those of such parent rather than the Company; provided, however, that the same is accompanied by consolidating information, which may be unaudited, that explains in reasonable detail the differences between the information relating to such parent, on the one hand, and the information relating to the Company and its Restricted Subsidiaries on a standalone basis, on the other hand. Such parent entity shall not be considered a guarantor by virtue of providing such reports.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. . (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants Commission (and agrees to provide (which delivery may be via electronic mail) send a copy to the Trustee within 30 daysTrustee), after the Company files the same with the Commissionand transmit to Holders, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to the Trust Indenture Act; provided that with respect to any such information, documents and reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file filed with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s its Electronic Data Gathering, Analysis and Retrieval System (or XXXXX), or any successor ) system, the Company shall notify the Trustee in the manner prescribed herein of each such filing. The Trustee is hereby authorized and directed to access the XXXXX system for purposes of retrieving the financial information so filed. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Companyare periodic, supplemental or otherwise. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under pursuant to this Section 5.03 7.04 shall be solely for purposes of compliance with this Section 7.04 and, if applicable, with Section 314(a) of the Trust Indenture Act, but shall not relieve the Company of the requirement to deliver the Officer’s Certificates referred to below. The Trustee’s receipt of such reports, information and documents is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive knowledge or notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the contents thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an upon Officer’s Certificate)Certificates. The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall will have no responsibility or duty whatsoever to ascertain monitor whether such filing or determine whether posting has occurred or the above referenced filings with the Commission on XXXXX (timeliness of such filing or any successor system) has occurredposting.

Reports by the Company. (a) The Company will shall file with the Trustee and the SEC, and transmit to Holders, such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at all the times comply with Section 314(a) of and in the manner provided in the Trust Indenture Act. . (b) The Company covenants and agrees to provide (which delivery may be via electronic mail) shall, so long as any Securities are outstanding, deliver to the Trustee within 30 days, 15 days after the Company it files the same them with the Commission, SEC 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 SEC may from time to time by rules and regulations prescribe) that which the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; provided. Reports, however, information and documents filed with the Company shall not SEC via the XXXXX system will be required deemed to deliver be delivered to the Trustee any correspondence filed with as of the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as time of such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee filing via XXXXX for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) 10.02. Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s its receipt of the foregoing such reports shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s our compliance with any of their the Company’s covenants thereunder under this Indenture or the Securities (as to which the Trustee trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is 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 XXXXX or any website under no duty this Indenture or participate in any conference calls. (c) Except as otherwise provided as contemplated by Section 3.01 with respect to examine any such reportsseries of Securities, information or documents delivered the Company shall furnish to the Trustee annually, within 120 days after the end of each fiscal year, a brief certificate from an Officer as to his or filed with her knowledge of the Commission via XXXXX to ensure Company’s compliance with all conditions and covenants under this Indenture (which compliance shall be determined without regard to any period of grace or requirement of notice provided under this Indenture) and, in the provision event of any Default, specifying each such Default and the nature and status thereof of which such person may have knowledge. Such certificates need not comply with Section 16.01 of this Indenture or to ascertain the correctness or otherwise Indenture. (d) The Company will, so long as any of the information Securities are outstanding, deliver to the Trustee a certificate regarding any Default or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever Event of Default pursuant to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredSection 6.07.

Reports by the Company. ​ (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.. ​ ​

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Legislation at the times and in the manner provided pursuant to Trust Indenture Legislation. Any such information, documents or reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file be filed with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act; provided, however, the Company Act of 1934 shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which Trustee, within 15 days after the Company has sought and received confidential treatment by is required to file the same with the Commission; and provided further, that so long as . Any such filings information filed by the Company are available on with the Commission through the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings XXXXX database shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03702 at the time of such filing through the XXXXX database. (b) Notwithstanding that the Company may not be required to remain subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, 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 Commission, the Company shall provide the Trustee: (i) within 90 days after the end of each fiscal year, the information required to be contained in the Company’s annual information form required to be provided under the laws of Canada or any province thereof to security holders of a company with securities listed on The Toronto Stock Exchange whether or not the Company has securities so listed; and (ii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, the information required to be contained in reports in the Company’s quarterly reports required to be provided under the laws of Canada or any province thereof to security holders of a company with securities listed on The Toronto Stock Exchange, whether or not the Company has any of its securities so listed. Any such information filed by the Company with the Commission through the Commission’s XXXXX database shall be deemed to have been provided to the Trustee for purposes of this Section 702 at the time of such filing through the XXXXX database. Such information will be prepared in accordance with U.S. or Canadian disclosure requirements, as applicable, and GAAP. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with and the Commission, copies of the annual reports and of the transmit to Holders, such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act, at the times and in the manner provided pursuant to the Trust Indenture Act; provided that any such information, documents or reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file be filed with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, Act shall be filed with the Company shall not be Trustee within 15 days after the same is so required to deliver to be filed with the Trustee Commission; provided further that any correspondence such information, documents or reports filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s pursuant to its Electronic Data Gathering, Analysis and Retrieval System (or XXXXX), or any successor system, such filings ) system shall be deemed to have been be filed with the Trustee, provided further that the Trustee for purposes hereof without any further action required by the Companyshall have no duty to determine whether such filing has occurred. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive or actual notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no liability or responsibility for the filing, timeliness or duty whatsoever content of any such reports, and shall not be obligated to ascertain monitor or determine whether confirm, on a continuing basis or otherwise, the above referenced filings Company’s compliance with the covenants in this Section 7.3 with respect to any reports or other documents filed with the Commission or XXXXX or on XXXXX (the Company’s website under this Indenture, or participate in any successor system) has occurredconference calls.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Commission, the Company shall make available to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of the first three fiscal quarters of each fiscal year (commencing no earlier than the fiscal quarter ending September 30, 2017), quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(athe Trustee, within fifteen (15) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, days after the Company files is required to file the same with the CommissionSEC, after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, 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 SEC may from time to time by rules and regulations prescribe) that the Company is may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedor, howeverif the Company is not required to file information, documents or reports pursuant to either of such sections, then the Company shall not file with the Trustee and the SEC, in accordance with rules and regulations prescribed from time to time by the SEC and within fifteen (15) days after such information, documents or reports are due with respect to a non-accelerated filer and after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, such information, documents or reports that may be required pursuant to deliver Section 13 of the Exchange Act 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. Notwithstanding the foregoing, (i) the Company will be deemed to have furnished such information, documents or reports referred to above to the Trustee any correspondence filed with the Commission or any materials for which if the Company has sought and received confidential treatment by filed such information, documents or reports with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System XXXXX filing system (XXXXX), or any successor system) or, if at any time the Company is no longer subject to reporting under Section 13 or 15(d) of the Exchange Act and is not permitted to file such filings shall information, documents or reports with the SEC, if the Company posts such information, documents or reports on the Company’s publicly available website and (ii) if at any time the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will not be deemed to have been failed to comply with any of its obligations under this Section 6(a) until thirty (30) days after the date any information, document or report hereunder is required to be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Trustee. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under the Indenture or this First Supplemental Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under shall have no duty obligation whatsoever to examine any confirm whether or not such reportsinformation, information documents or documents delivered to the Trustee or reports have been filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information SEC or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX filing system (or its successor) or posted to any successor system) has occurredwebsite.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(athe Trustee, within fifteen (15) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, days after the Company files is required to file the same with the CommissionSEC, after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, 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 SEC may from time to time by rules and regulations prescribe) that the Company is may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedor, howeverif the Company is not required to file information, documents or reports pursuant to either of such sections, then the Company shall not file with the Trustee and the SEC, in accordance with rules and regulations prescribed from time to time by the SEC and within fifteen (15) days after such information, documents or reports are due with respect to a non-accelerated filer and after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act, such information, documents or reports that may be required pursuant to deliver Section 13 of the Exchange Act 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. Notwithstanding the foregoing, (i) the Company will be deemed to have furnished such information, documents or reports referred to above to the Trustee any correspondence filed with the Commission or any materials for which if the Company has sought and received confidential treatment by filed such information, documents or reports with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System XXXXX filing system (XXXXX), or any successor system) or, if at any time the Company is no longer subject to reporting under Section 13 or 15(d) of the Exchange Act and is not permitted to file such filings shall information, documents or reports with the SEC, if the Company posts such information, documents or reports on the Company’s publicly available website and (ii) if at any time the Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will not be deemed to have been failed to comply with any of its obligations under this Section 6(a) until thirty (30) days after the date any information, document or report hereunder is required to be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03Trustee. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under the Indenture or this Third Supplemental Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateCertificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty obligation whatsoever to ascertain or determine whether or not such information, documents or reports have been filed pursuant to the above referenced filings with the Commission on XXXXX filing system (or its successor) or postings to any successor system) has website have occurred.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with and the Commission, copies of the annual reports and of the transmit to Holders, such information, documents and other reports, and such summaries thereof, as may be required pursuant to the Trust Indenture Act at the times and in the manner provided pursuant to such Act; provided that any such information, documents or reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file be filed with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company Act shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which Trustee within 30 days after the Company has sought and received confidential treatment by same is actually filed with the Commission; and provided further, that so long as such filings by the . The Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with furnished such information, documents or reports to the Trustee for purposes hereof without any further action required by Trustee, the Company. For Holders of the avoidance Securities of doubtsuch series and/or prospective purchasers of the Securities of such series, a failure by if the Company to file annual reportshas filed such information, information and other documents or reports with the Commission within via the time period prescribed thereof by XXXXX filing system (or any successor system) and/or posted such information, documents or reports on the Commission Company’s website and such information, documents or reports are publicly available. The Trustee shall have no obligation to determine whether or not be deemed a breach of this Section 5.03. such information, documents or reports have been filed through the XXXXX filing system (bor such successor thereto) or posted on the Company’s website. Delivery of reports, information and documents to the Trustee under of any such reports, certificates, information or documents or any annual reports, information, documents and other reports pursuant to Section 5.03 314(a) of the Trust Indenture Act is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including compliance by the Company’s compliance Company with any of their its covenants thereunder with respect to such series hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) Notwithstanding that the Company is required may not be subject to file with the Commission pursuant to 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, the Company shall furnish to the holders and the Trustee: (1) within 90 days after the end of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in an annual report on Form 10-K, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and a report on the annual financial statements by the Company’s independent registered public accounting firm; (2) within 45 days after the end of each of the first three fiscal quarters of each fiscal year (or if such day is not a business day, on the next succeeding business day), all financial information that would be required to be contained in a quarterly report on Form 10-Q, or any successor or comparable form, filed with the SEC, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and financial statements prepared in accordance with GAAP applicable to interim financial statements; and (3) within five business days after the occurrence of any of the following events, all current reports that would be required to be filed with the Commission on Form 8-K as in effect on the Issue Date; provided that the foregoing shall not obligate the Company to make available (i) any information regarding the occurrence of any of the following events if the Company determines in its reasonable determination that such event that would otherwise be required to be disclosed is not material to the securityholders or the business, assets, operations, financial positions or prospects of the Company and its Subsidiaries, taken as a whole, (ii) an exhibit or a summary of the terms of, any employment or compensatory arrangement, agreement, plan or understanding between the Company or any of its Subsidiaries and any director, officer or manager of the Company or any of its Subsidiaries, (iii) copies of any agreements, financial statements or other items that would be required to be filed as exhibits to a current report on Form 8-K or (iv) any trade secrets, privileged or confidential information obtained from another Person and competitively sensitive information: (a) the entry into or termination of material agreements; (b) significant acquisitions or dispositions (which shall only be with respect to acquisitions or dispositions that are significant within the meaning of Item 2.01 of Form 8-K as in effect on the Issue Date); (c) bankruptcy; (d) the incurrence of a direct material financial obligation; (e) cross-default under direct material financial obligations; (f) a change in the Company’s certifying independent auditor; (g) material charge for impairments; (h) the appointment or departure of directors or executive officers (with respect to the principal executive officer, president, principal financial officer, principal accounting officer and principal operating officer (or persons fulfilling similar duties) only); (i) change in fiscal year; (j) non-reliance on previously issued financial statements; and (k) change of control transactions, in each case, in a manner that complies in all material respects with the requirements specified in such form, except as described above or below and subject to exceptions consistent with the presentation of information in the offering memorandum; provided, however, that the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission provide (i) separate financial statements or any materials for which the Company has sought and received confidential treatment other information contemplated by the Commission; and provided furtherRules 3-05, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering3-09, Analysis and Retrieval System (XXXXX)3-10, 3-16 or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance 4-08 of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX Regulation S-X (or any successor systemprovisions) has occurredor any schedules required by Regulation S-X, (ii) information required by Regulation G under the Exchange Act or Item 10(e), Item 302, Item 402 or Item 601 of Regulation S-K (or any successor provision), (iii) XBRL exhibits, and (iv) information regarding executive compensation and related party disclosure related to SEC Release Nos. 33-8732A, 34-54302A and IC-27444A. In addition, notwithstanding the foregoing, the Company will not be required to (i) comply with Sections 302, 906 and 404 of the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (ii) otherwise furnish any information, certificates or reports required by Items 307 or 308 of Regulation S-K (or any successor provision); provided, further, that the foregoing deadlines shall be extended to the extent the Commission provides for any grace periods extensions, exemptions, orders or other forms of relief related to the filing deadlines applicable to a “non-accelerated filer,” as defined in Rule 12b-2 of the Exchange Act.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file files with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(acovenants that so long as any of the Bonds are outstanding, notwithstanding whether the Company is subject to the requirements of Sections 13 or 15(d) of the Trust Indenture Exchange Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company will file with the Commission (unless the Commission will not accept such filing) and, within 15 days after it files the same them with the Commission, file with the Trustee and mail or cause the Trustee to mail to the Holders at their addresses as set forth in the register of the Bonds, 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) that which the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, Act or which the Company shall not would be required to deliver to the Trustee any correspondence filed file with the Commission or any materials for which if the Company has sought and received confidential treatment by then had a class of securities registered under the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the CompanyExchange Act. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including information concerning the Company’s compliance with any of their its covenants thereunder (as to which hereunder; provided that the foregoing shall not relieve the Trustee is entitled of any of its responsibilities hereunder or under the Indenture. Notwithstanding the foregoing, the Company will be deemed to rely exclusively on an Officer’s Certificate). The Trustee is under no duty have furnished such information referred to examine any such reports, information or documents delivered in the previous paragraph to the Trustee or and the Holders if the Company has filed such reports and other information with either the Commission via the XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX filing system (or any successor system) has occurredor the Municipal Securities Rulemaking Board via the EMMA filing system (or any successor system) and such reports and other information are publicly available. If the Commission or the Municipal Securities Rulemaking Board will not accept the Company’s filings for any reason, the Company will post the reports, documents and information referred to in the first sentence of this paragraph on its website within the time periods that would apply if the Company were required to file such reports, documents and information with the Commission or the Municipal Securities Rulemaking Board, as the case may be, and, in that event, the Company will be deemed to have furnished such information referred to above to the Trustee and the Holders.

Reports by the Company. (a) The At any time that the Company will at all times comply with is subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Exchange Act, so long as any Securities issued under this Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 daysare outstanding, after the Company files will file with the Trustee, within 15 days after it has filed the same with the CommissionSEC, 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 SEC may from time to time by rules and regulations prescribe) that the Company is it may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedAct (other than confidential filings, howeverdocuments subject to confidential treatment and correspondence with the SEC). Documents delivered to the Trustee by electronic means or filed by the Company with the SEC via the XXXXX system (or any successor thereto) will be deemed to be filed with the Trustee as of the time such documents are so delivered or filed via XXXXX (or such successor system), it being understood that the Trustee shall have no obligation to determine whether such filings have been made or be deemed to have knowledge of the information contained therein. The Company shall at all times comply with Section 314(a) of the TIA. (b) To the extent not satisfied by the foregoing, the Company shall not be will furnish to the Holders of such series of Securities and to prospective investors of the Securities, upon their request, the information required to deliver be delivered pursuant to Rule 144A(d)(4) under the Trustee Securities Act if, and so long as, the applicable Securities are not freely transferable under the Securities Act. (c) To the extent any correspondence filed with information is not provided within the Commission or any materials for which time periods specified in this Section 10.02 and such information is subsequently provided, the Company has sought will be deemed to have satisfied its obligations with respect thereto at such time and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), any Default or any successor system, such filings Event of Default with respect thereto shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03cured. (bd) Delivery of such reports, information and documents to the Trustee under Section 5.03 is shall be for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute actual or constructive notice or knowledge of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their the covenants thereunder contained in the Indenture (as to which the Trustee is will be entitled to conclusively rely exclusively on upon an Officer’s Certificate). The Trustee It is under no duty to examine any such reports, information or documents delivered expressly understood that materials transmitted electronically by the Company to the Trustee or filed with pursuant to the Commission via SEC’s XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX system (or any successor electronic filing system) has occurredshall be deemed filed with the Trustee and transmitted to Holders for purposes of this Section 10.02.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively conclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.035.3. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 5.3 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The To the extent any Securities of any series are outstanding, the Company will at all times comply furnish or file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee Trustee, within 30 days, 15 days after the Company it files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however. If the Company is not subject to the requirements of Section 13 or 15(d) of the Exchange Act, the Company shall not be will furnish to all Holders of the Securities and bona fide prospective purchasers of the Securities designated by the Holders of the Securities, promptly on their request, the information required to deliver be delivered pursuant to Rule 144A(d)(4) promulgated under the Trustee any correspondence filed with the Commission or any materials for which Securities Act. For purposes of this covenant, the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall will be deemed to have been furnished such reports and information to, or filed such reports and information with, the Trustee and the Holders of Securities and bona fide prospective purchasers as required by this covenant if it has filed such reports or information with the Trustee for purposes hereof without any further action required by SEC via the XXXXX filing system or otherwise made such reports or information publicly available on a freely accessible page on the Company’s website. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of any reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such reports and documents shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder under this Indenture or the Securities (as to which the Trustee is entitled to rely exclusively on an Officer’s CertificateOfficers’ Certificates). The Trustee is shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Company’s compliance with the covenants under no duty this Indenture or the Securities or with respect to examine any such reports, information reports or other documents delivered to the Trustee or filed with the Commission via through the XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (system or any successor system) has occurredwebsite under this Indenture.

Reports by the Company. (a) The Company will at all times comply shall file with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after and the Company files the same with the Commission, Holders copies of the any annual reports and of the information, documents and other or quarterly reports (on Form 10-K or copies of such portions of Form 10-Q or any of the foregoing as the Commission may from time to time by rules and regulations prescriberespective successor form) that the Company is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; providedAct (excluding any such information, howeverdocuments or reports, or portions thereof, subject to confidential treatment and any correspondence with the Company shall not be SEC) within 15 days after the same are required to deliver to the Trustee any correspondence be filed with the Commission SEC (giving effect to any grace period provided by Rule 12b-25 or any materials for which successor rule under the Exchange Act). Any such document or report that the Company has sought and received confidential treatment by files with the Commission; and provided further, that so long as such filings by SEC via the Company are available on the CommissionSEC’s Electronic Data Gathering, Analysis and Retrieval System XXXXX system (XXXXX), or any successor system, such filings ) shall be deemed to have been be filed with the Trustee and the Holders for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. 5.03 at the time such document or report is filed via the XXXXX system (b) or such successor system). Delivery of reports, information and documents described in this Section 5.03 to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no liability or responsibility for the filing, timeliness or duty whatsoever content of any such reports. (b) The Company will schedule a conference call to ascertain be held not more than 15 calendar days following the release of each quarterly and annual report referred to in Section 5.03(a), but after the release of any “earnings release” corresponding to the period at such report, at which the Company will make available at least one member of its senior management to discuss the information contained in such report on such conference call. Such conference call may take place as part of the Company’s quarterly and annual earnings conference calls. The Company will notify Holders about such call and provide Holders with call-in information concurrently with and in the same manner as each delivery of such reports. (c) If the Company has designated any Subsidiaries as Unrestricted Subsidiaries, then the Company’s quarterly and annual financial information required by Section 5.03(a) will include a reasonably detailed presentation, either on the face of the financial statements or determine whether in the above referenced filings with footnotes thereto, of the Commission on XXXXX (or any successor system) has occurredfinancial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries.

Reports by the Company. (a) The Company will shall furnish to the Holders and to prospective purchasers of Securities, upon their request, the information required to be furnished pursuant to Rule 144A(d)(4) under the Securities Act. The Company shall furnish to the Trustee and, so long as ALESCO Preferred Funding V, Ltd. holds any of the Securities, the Company shall furnish to ALESCO Preferred Funding V, Ltd. or its designee, the statutory financial statements promptly following their filing with the Applicable Insurance Regulatory Authority or otherwise required under the Applicable Insurance Law. (b) The Company shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, (iii) Xxxxx Bros. Financial Management LLC (at all times comply 0000 Xxxxxx Xxxxxx 00xx Xxxxx, Xxxxxxxxxxxx, XX 00000, Attn: Xxxxxxx Xxxxxxx or such other address from time to time designated by Xxxxx Bros. Financial Management LLC.) and (iv) to any beneficial owner of the Securities reasonably identified to the Company (which identification may be made either by such beneficial owner or by Xxxxx Bros. Financial Management LLC.), a duly completed and executed certificate in the form attached hereto as Exhibit A, including the attachments referenced in such Exhibit, which certificate and attachments shall be so furnished by the Company not later than forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Company and not later than ninety (90) days after the end of each fiscal year of the Company. (c) If the Company intends to file its annual and quarterly information with the Securities and Exchange Commission (the “Commission”) in electronic form pursuant to Regulation S-T of the Commission using the Commission’s Electronic Data Gathering, Analysis and Retrieval (“XXXXX”) system, the Company shall notify the Trustee in the manner prescribed herein of each such annual and quarterly filing. The Trustee is hereby authorized and directed to access the XXXXX system for purposes of retrieving the financial information so filed. Compliance with the foregoing shall constitute delivery by the Company of its financial statements to the Trustee in compliance with the provisions of Section 314(a) of the Trust Indenture Act, if applicable. The Trustee shall have no duty to search for or obtain any electronic or other filings that the Company makes with the Commission, regardless of whether such filings are periodic, supplemental or otherwise. Delivery of reports, information and documents to the Trustee pursuant to this Section 7.3(c) shall be solely for purposes of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies Trustee’s receipt of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice to it of the content thereof or any information contained therein, or matter determinable from information contained therein the content thereof, including the Company’s compliance with any of their its covenants thereunder (hereunder, as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurredupon Officers’ Certificates.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions 126534485 v2 of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, howeverhowever , the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided furtherfurther , that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company; provided that an electronic link to such filing, together with an electronic notice of such filing have been sent to the Trustee it being understood that the Trustee shall have no responsibility to determine whether such filings have been made. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the 202554445 v2 21 Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXXEXXXX), or Interactive Data Electronic Applications (IDEA), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty shall not be obligated to examine monitor or confirm, on a continuing basis or otherwise, our compliance with the covenants or with respect to any such reports, information reports or other documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of SEC or website under this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or participate in any successor system) has occurredconference calls.

Reports by the Company. (a) The So long as the Company will at all times comply with is required to be subject to the reporting requirements of Section 314(a13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall provide (which delivery may be via electronic mail) copies to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act. Notwithstanding that the Company may not be required to be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, or does not otherwise report on an annual and quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Commission, the Company shall make available to the Trustee and to the Holders, without cost to any Holder: (i) within 90 days after the end of each fiscal year, audited financial statements; and (ii) within 45 days after the end of the first three fiscal quarters of each fiscal year (commencing no earlier than the fiscal quarter ending June 30, 2020), quarterly unaudited financial statements. (b) If the Company ceases to be subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be will provide, without charge, upon the written request of (x) a Holder of any Notes or (y) a prospective Holder of any of the Notes who is a “qualified institutional buyer” within the meaning of Rule 144A and is designated by an existing Holder of any of the Notes (in each case, with a copy to the Trustee), with the information with respect to the Company required to deliver be delivered under Rule 144A(d)(4) under the Securities Act to enable resales of the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall Notes to be deemed made pursuant to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Rule 144A. Delivery of such reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to rely exclusively exclusive on an Officer’s CertificateOfficers’ Certificates). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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 210784776 v4 and regulations prescribe) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The Company will at all times comply with Section 314(a) of the Trust Indenture Act. The Company covenants and agrees to provide (which delivery may be via electronic mail) to the Trustee within 30 days, after the Company files 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act; provided, however, the Company shall not be required to deliver to the Trustee any correspondence filed with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on the Commission’s 's Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings shall be deemed to have been filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission SEC within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.03. (b) . Delivery of reports, information and documents to the Trustee under Section 5.03 is for informational purposes only and the information and the Trustee’s 's receipt of the foregoing shall not constitute constructive notice of any information contained therein, or determinable from information contained therein including the Company’s 's compliance with any of their covenants thereunder (as to which the Trustee is entitled to rely exclusively on an Officer’s 's Certificate). The Trustee is under no duty to examine any such reports, information or documents delivered to the Trustee or filed with the Commission SEC via XXXXX to ensure compliance with the provision of this Indenture or to ascertain the correctness or otherwise of the information or the statements contained therein. The Trustee shall have no responsibility or duty whatsoever to ascertain or determine whether the above referenced filings with the Commission SEC on XXXXX (or any successor system) has occurred.

Reports by the Company. (a) The For as long as any Notes are outstanding hereunder, at any time the Company will at all times comply with Section 314(ais not subject to Sections 13 or 15(d) of the Trust Indenture Exchange Act. The , the Company covenants and agrees to shall, so long as any of the Notes or any shares of Common Stock issued upon conversion thereof shall, at such time, constitute “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, promptly provide (which delivery may be via electronic mail) to the Trustee and shall, upon written request, provide to any Holder, beneficial owner or prospective purchaser of such Notes or any shares of Common Stock issued upon conversion of such Notes, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to facilitate the resale of such Notes or shares of Common Stock pursuant to Rule 144A under the Securities Act. For as long as any Notes are outstanding hereunder, the Company shall take such further action as any Noteholder or beneficial owner of such Notes or such Common Stock may reasonably request to the extent from time to time required to enable such Noteholder or beneficial owner to sell such Notes or shares of Common Stock in accordance with Rule 144A under the Securities Act, as such rule may be amended from time to time. (b) The Company shall file with the Trustee within 30 days, 15 days after the Company files the same are required to be filed with the Commission, copies of the annual any documents or 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) that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act; provided, however, ). Any such document or report that the Company shall not be required to deliver to the Trustee any correspondence filed files with the Commission or any materials for which the Company has sought and received confidential treatment by the Commission; and provided further, that so long as such filings by the Company are available on via the Commission’s Electronic Data Gathering, Analysis and Retrieval System (XXXXX), or any successor system, such filings EXXXX system shall be deemed to have been be filed with the Trustee for purposes hereof without any further action required by the Company. For the avoidance of doubt, a failure by the Company to file annual reports, information and other reports with the Commission within the time period prescribed thereof by the Commission shall not be deemed a breach of this Section 5.034.03(b) as of the time such documents are filed via the EXXXX system; provided that the Trustee shall have no responsibility to determine whether such filing has occurred. (bc) Delivery of reports, information the reports and documents described in Section 4.03(b) to the Trustee under Section 5.03 is for informational purposes only and the information only, and the Trustee’s receipt of the foregoing such shall not constitute constructive notice of any information contained therein, therein or determinable from information contained therein therein, including the Company’s compliance with any of their its covenants thereunder hereunder (as to which the Trustee is entitled to conclusively rely exclusively on an Officer’s Certificate). The Trustee . (d) If, at any time during the six-month period beginning on, and including, the date that is under no duty six months after the last date of original issuance of the Notes, the Company fails to examine timely file any such reports, information document or documents delivered report that it is required to the Trustee or filed file with the Commission via XXXXX pursuant to ensure compliance Section 13 or 15(d) of the Exchange Act, as applicable (other than reports on Form 8-K), the Company shall pay Additional Interest on the Notes. Such Additional Interest shall accrue on the Notes at a rate equal to 0.50% per annum of the principal amount of the Notes outstanding for each day during such period, for which the Company’s failure to file has occurred and is continuing. As used in this Section 4.03(d), documents or reports that the Company is required to “file” with the provision Commission pursuant to Section 13 or 15(d) of the Exchange Act does not include documents or reports that the Company furnishes to the Commission pursuant to Section 13 or 15(d) of the Exchange Act. (e) If, and for so long as, the restrictive legend on the Notes specified in Section 2.06(e) has not been removed, the Notes are assigned a restricted CUSIP or the Notes are not otherwise freely tradable by Holders other than the Company’s Affiliates (without restrictions pursuant to U.S. securities law or the terms of this Indenture or to ascertain the correctness or otherwise Notes) as of the information 365th day after the last date of original issuance of the Notes, the Company shall pay Additional Interest on the Notes at a rate equal to 0.50% per annum of the principal amount of Notes outstanding until the restrictive legend on the Notes shall have been so removed, the Notes are assigned an unrestricted CUSIP or the statements contained thereinNotes are otherwise freely tradable by such Holders. (f) Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. (g) If Additional Interest is accruing and payable under Section 4.03(d) or Section 4.03(e) and the Company has elected pursuant to Section 5.10 to have the accrual of Additional Interest be the sole remedy for any such Event of Default, no Additional Interest shall be payable pursuant to Section 5.10 for so long as Additional Interest is accruing and payable under Section 4.03(d) or Section 4.03(e). (h) If Additional Interest is payable by the Company pursuant to Section 4.03(d) or Section 4.03(e), the Company shall deliver to the Trustee an Officer’s Certificate to that effect stating (i) the amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. The Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall have no responsibility or duty whatsoever deliver to ascertain or determine whether the above referenced filings with Trustee an Officer’s Certificate setting forth the Commission on XXXXX (or any successor system) has occurredparticulars of such payment.