Common use of Reports by the Guarantor Clause in Contracts

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee. (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities Senior Notes within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s 's compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Guarantee.][Delete if comparable provisions are included in applicable Indenture Supplement.]

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXXEXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities Senior Notes within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the The Guarantor covenants: (a) to To file with the Trustee, within 30 15 days after the Guarantor is required to file 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) which the Guarantor may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; , or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the CommissionSEC, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such of the supplementary and periodic information, documents documents, and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the CommissionSEC, in accordance with the TIA or the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such additional information, documents documents, and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, Indenture as may be required from time to time by the TIA or such rules and regulations;; and (c) to transmit by mail to all Holders of Registered Securities, as the names and addresses of such Holders appear on the register for each Series of Securities, and to such Holders of Unregistered Securities as have, within the two years preceding such transmission, filed their names and addresses with the Trustee for that purpose, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, 4.02 as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)SEC.

Reports by the Guarantor. During the term hereof, the Guarantor The Company covenants: (a) to file with the Trustee, Trustee within 30 thirty (30) days after the Guarantor is required to file 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) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents documents, and reports with respect to compliance by the Guarantor Company with the conditions and covenants provided for in this Guarantee and the Indenture, Indenture as may be required from time to time by such rules and regulations;; and (c) to transmit by mail to all the Holders of Securities of each series, as the Securities names and addresses of such Holders appear on the Security Register, within 30 thirty (30) days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor Company with respect to each such series pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this GuaranteeCommission. 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 or actual knowledge or notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Officer’s Certificates). The Company and the Guarantor shall be deemed to have complied with this Section to the extent that such information, documents and reports are filed with the Commission via XXXXX, or any successor electronic delivery procedure.

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Applicable Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Applicable Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. Delivery Notwithstanding the foregoing, the Guarantor shall be deemed to have satisfied the requirements of this Section 3.2 to file with the Trustee any such reports, information and documents if the Guarantor files such reports, information and documents, as the case may be, with the Commission pursuant to the Trustee is for informational purposes only Commission’s Electronic Data Gathering, Analysis and the Trustee’s receipt of such shall not constitute constructive notice of Retrieval (XXXXX) system or any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates)successor system.

Reports by the Guarantor. During the term hereof, the The Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor it may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor it is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents and reports with respect to compliance by the Guarantor it with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations;; and (c) to transmit to all Holders of the Securities Securities, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor it pursuant to subsections (a) and (b) of this Section 3.29.6, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Commission.

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities Junior Subordinated Notes within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) The Guarantor covenants and agrees to file with the Trustee, within 30 15 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which that the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which that may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amendedAct, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee. (b) The Guarantor covenants and agrees to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents and reports with respect to compliance by the Guarantor and the Company with the conditions and covenants provided for in this Guarantee and the Indenture, Indenture as may be required from time to time by such rules and regulations;. (c) The Guarantor covenants and agrees to transmit by mail, first class postage prepaid, or reputable over-night delivery service that provides for evidence of receipt, to all Holders of the Securities Securityholders, as their names and addresses appear upon the Security Register, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Commission.

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Securities and Exchange Commission (the “Commission”), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, Act such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Guarantee.][Delete if comparable provisions are included in applicable Indenture Supplement.]

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) The Guarantor shall, during any period in which it is not subject to file and in compliance with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act Act, furnish to the Holders and to prospective purchasers of 1934Securities, as amended; orupon their request, if the Guarantor is not information required to file information, documents or reports be furnished pursuant to either of such sections, then to file with Rule 144A(d)(4) under the Trustee and Securities Act. The delivery requirement set forth in the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which preceding sentence may be required pursuant to satisfied by compliance with Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a7.3(b) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trusteehereof. (b) During any period in which it is not subject to file and in compliance with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a13 or 15(d) of the Trust Indenture Exchange Act, the Guarantor shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, (iii) Taberna Capital Management, LLC, 400 Xxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, Attn: Mxxxxxxx Xxxx or such additional informationother address as designated by Taberna Capital Management, documents LLC) and reports with respect (iv) any beneficial owner of the Securities reasonably identified to compliance the Guarantor (which identification may be made either by such beneficial owner or by Taberna Capital Management, LLC), 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 Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; not later than forty-five (c45) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) end of each of the Trust Indenture Act, such summaries first three fiscal quarters of any information, documents and reports required to be filed by each fiscal year of the Guarantor pursuant to subsections and not later than ninety (a90) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from . (c) The Guarantor hereby notifies the principal executive officer, principal financial officer, or principal accounting officer as Trustee that it intends to his or her knowledge file its annual and quarterly information with the Securities and Exchange Commission (the “Commission”) in electronic form pursuant to Regulation S-T of the GuarantorCommission using the Commission’s Electronic Data Gathering, Analysis and Retrieval (“EXXXX”) system. The Trustee is hereby authorized and directed to access the EXXXX system for purposes of retrieving the financial information so filed. Compliance with the foregoing shall constitute delivery by the Company and the Guarantor of their financial statements to the Trustee in compliance with all conditions and covenants under this Guaranteethe provisions of Section 314(a) of the Trust Indenture Act, if applicable. For purposes The Trustee shall have no duty to search for or obtain any electronic or other filings that the Guarantor or the Company makes with the Commission, regardless of this Section 3.2whether such filings are periodic, such compliance shall be determined without regard to any period of grace supplemental or requirement of notice provided under this Guaranteeotherwise. Delivery of such reports, information and documents to the Trustee is pursuant to this Section 7.3(c) shall be solely for informational purposes only and of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Trustee’s receipt of 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 thereinthe content thereof, including the Guarantor’s and the Company’s compliance with any of its covenants hereunder (hereunder, as to which the Trustee is entitled to rely exclusively on upon Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) to file with the Pass Through Trustee, within 30 days after the Guarantor is required to file the same with the Securities and Exchange Commission (the “Commission”), copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section section 13 or Section section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Pass Through Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), such of the supplementary and periodic information, documents and reports which may be required pursuant to Section section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Pass Through Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the IndenturePass Through Trust Agreement, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities Pass Through Certificates within 30 days after the filing thereof with the Pass Through Trustee, in the manner and to the extent provided in Section section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Pass Through Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Guarantee.][Delete if comparable provisions are included in applicable Trust Supplement.]

Reports by the Guarantor. During the term hereof, the The Guarantor covenants: (a1) to file with the Trustee, within 30 15 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such said sections, then to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities and Exchange Act of 1934, as amended, in respect of a security listed and registered on a national securities exchange exchange, as may be prescribed from time to time in such rules and regulations. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b2) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and of the Indenture, Indenture as may be required from time to time by such rules and regulations;; and (c3) to transmit by mail to all Holders holders of Guaranteed Securities, as their names and addresses appear on the Securities register for each series of such Guaranteed Securities, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(cparagraph (c) of the Trust Indenture ActSection 6.04 with respect to reports pursuant to paragraph (a) of Section 6.04, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a1) and (b2) of this Section 3.2, 15.04 as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Commission.

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) The Guarantor covenants and agrees to file with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which that the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which that may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amendedAct, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee. (b) The Guarantor covenants and agrees to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents and reports with respect to compliance by the Guarantor and the Issuer with the conditions and covenants provided for in this Guarantee and the Indenture, Indenture as may be required from time to time by such rules and regulations;. (c) The Guarantor covenants and agrees to transmit by mail, first class postage prepaid, or reputable over-night delivery service that provides for evidence of receipt, to all Holders of the Securities Securityholders, as their names and addresses appear upon the Security Register, within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. 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 exclusively on Officers’ Certificates)Commission.

Reports by the Guarantor. During the term hereof, the Guarantor covenants: (a) The Guarantor shall, during any period in which it is not subject to file and in compliance with the Trustee, within 30 days after the Guarantor is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act Act, furnish to the Holders and to prospective purchasers of 1934Securities, as amended; orupon their request, if the Guarantor is not information required to file information, documents or reports be furnished pursuant to either of such sections, then to file with Rule 144A(d)(4) under the Trustee and Securities Act. The delivery requirement set forth in the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which preceding sentence may be required pursuant to satisfied by compliance with Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a7.3(b) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trusteehereof. (b) During any period in which it is not subject to file and in compliance with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a13 or 15(d) of the Trust Indenture Exchange Act, the Guarantor shall furnish to each of (i) the Trustee, (ii) the Holders and to subsequent holders of Securities, (iii) Taberna Capital Management, LLC, 000 Xxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000, Attn: Xxxxxxxx Xxxx or such additional informationother address as designated by Taberna Capital Management, documents LLC) and reports with respect (iv) any beneficial owner of the Securities reasonably identified to compliance the Guarantor (which identification may be made either by such beneficial owner or by Taberna Capital Management, LLC), 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 Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; not later than forty-five (c45) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) end of each of the Trust Indenture Act, such summaries first three fiscal quarters of any information, documents and reports required to be filed by each fiscal year of the Guarantor pursuant to subsections and not later than ninety (a90) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from . (c) The Guarantor hereby notifies the principal executive officer, principal financial officer, or principal accounting officer as Trustee that it intends to his or her knowledge file its annual and quarterly information with the Securities and Exchange Commission (the “Commission”) in electronic form pursuant to Regulation S-T of the GuarantorCommission using the Commission’s Electronic Data Gathering, Analysis and Retrieval (“XXXXX”) system. 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 and the Guarantor of their financial statements to the Trustee in compliance with all conditions and covenants under this Guaranteethe provisions of Section 314(a) of the Trust Indenture Act, if applicable. For purposes The Trustee shall have no duty to search for or obtain any electronic or other filings that the Guarantor or the Company makes with the Commission, regardless of this Section 3.2whether such filings are periodic, such compliance shall be determined without regard to any period of grace supplemental or requirement of notice provided under this Guaranteeotherwise. Delivery of such reports, information and documents to the Trustee is pursuant to this Section 7.3(c) shall be solely for informational purposes only and of compliance with this Section 7.3(c) and, if applicable, with Section 314(a) of the Trust Indenture Act. The Trustee’s receipt of 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 thereinthe content thereof, including the Guarantor’s and the Company’s compliance with any of its covenants hereunder (hereunder, as to which the Trustee is entitled to rely exclusively on upon Officers’ Certificates).

Reports by the Guarantor. During the term hereof, the The Guarantor covenantsshall: (a) to file with the Trustee, within 30 15 days after the Guarantor is required to file 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) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to Act; (b) file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee. (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in of this Guarantee and the Indenture, Indenture as may be required from time to time by such rules and regulations; (c) notwithstanding that the Guarantor 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 Guarantor shall provide the Trustee: (1) within 140 days after the end of each fiscal year, the information required to be contained in annual reports on Form 20-F, Form 40-F or Form 10-K as applicable (or any successor form); and (2) within 65 days after the end of each of the first three fiscal quarters of each fiscal year, the information required to be contained in reports on Form 6-K (or any successor form) which, regardless of applicable requirements, shall, at a minimum, contain such information required to be provided in quarterly reports 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 Guarantor has any of its securities so listed; and such reports, to the extent permitted by the rules and regulations of the Commission, will be prepared in accordance with Canadian disclosure requirements and GAAP; PROVIDED, HOWEVER, that the Guarantor shall not be obligated to file such reports with the Commission if the Commission does not permit such filings; and (d) transmit to all Holders of the Securities within 30 days after the filing thereof with the TrusteeRegistered Securities, in the manner and to the extent provided in Section 313(c) of the Trust Indenture ActTIA, within 15 days after the filing thereof with the Trustee, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections paragraphs (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this GuaranteeCommission. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s 's receipt of such reports shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s 's or the Guarantor's compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Officer's Certificates).. ARTICLE EIGHT CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE

Reports by the Guarantor. During the term hereof, the Guarantor covenantsThe Companies covenant: (a) to file with the Trustee, Trustee within 30 thirty (30) days after the Guarantor is required to file 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) which the Guarantor may be required to file with the Commission pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Trustee and the Commission, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActCommission, such additional information, documents documents, and reports with respect to compliance by the Guarantor Companies with the conditions and covenants provided for in this Guarantee and the Indenture, Indenture as may be required from time to time by such rules and regulations;; and (c) to transmit by mail to all the Holders of Securities of each series, as the Securities names and addresses of such Holders appear on the Security Register, within 30 thirty (30) days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor Companies with respect to each such series pursuant to subsections (a) and (b) of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this GuaranteeCommission. 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 or actual knowledge or notice of any information contained therein or determinable from information contained therein, including the Company’s Companies’ compliance with any of its their covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Officer’s Certificates). The Companies and the Guarantor shall be deemed to have complied with this Section to the extent that such information, documents and reports are filed with the Commission via XXXXX, or any successor electronic delivery procedure.

Reports by the Guarantor. During the term hereof, the Guarantor covenantsThe Issuer shall: (a) to file with or deliver to the Trustee, within 30 15 days after the Guarantor is required to file the same with the CommissionSEC, copies of the annual and quarterly 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 that the Guarantor may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports with the SEC pursuant to either Section 13 or Section 15(d) of such sectionsthe Exchange Act, then to the Guarantor will file with or deliver to the Trustee and the CommissionSEC, in accordance with any other rules and regulations that may be prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such of the annual and quarterly reports and supplementary and periodic information, documents and reports which that may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amendedAct, in respect of a security listed and registered on a national securities exchange exchange, as may be prescribed from time to time by the SEC in such rules and regulations. All reports; or (b) if at any time the Guarantor is not subject to Section 13 or 15(d) of the Exchange Act and the Guarantor is not providing annual and quarterly reports and supplementary and periodic information, information documents and documents reports to the SEC and the Trustee pursuant to Section 10.02(a) of this Indenture, the Guarantor will, at its option, either (i) post on a publicly available website or (ii) post on IntraLinks or any comparable password protected online data system requiring user identification and a confidentiality acknowledgement (a “Confidential Datasite”), within 15 days of the filing date that would be applicable to a non-accelerated filer at that time pursuant to applicable SEC rules and regulations, the quarterly and audited annual financial statements and accompanying disclosure described in this Section 3.2(aItem 303 of Regulation S-K (“management’s discussion and analysis of financial condition and results of operations”) that would be required to be contained in annual reports on Form 10-K and filed with the Commission pursuant to its Electronic Data Gatheringquarterly reports on Form 10-Q, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed respectively, required to be filed with the Trustee. (bSEC if the Guarantor were subject to Section 13(a) or 15(d) of the Exchange Act. If the Guarantor elects to file furnish such reports via a Confidential Datasite, access to the Confidential Datasite will be provided promptly upon request to Holders and beneficial owners of, and bona fide potential investors in, the Securities as well as securities analysts and market makers and no such request for access to the Confidential Datasite will be unreasonably denied. Any such report, information or document that the Guarantor files with or furnishes to the SEC through the EXXXX shall be deemed filed with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to for purposes of Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a10.02(a) and (b) this Indenture at the time of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, such filing or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guaranteefurnishing through EXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such shall will not constitute actual or constructive notice or knowledge of any information contained therein or determinable from information contained therein, including the CompanyIssuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificatesan Officer’s Certificate).

Reports by the Guarantor. During the term hereof, the Guarantor covenantsThe Issuer shall: (a) to file with or deliver to the Trustee, within 30 15 days after the Guarantor is required to file the same with the CommissionSEC, copies of the annual and quarterly 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 that the Guarantor may be required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports with the SEC pursuant to either Section 13 or Section 15(d) of such sectionsthe Exchange Act, then to the Guarantor will file with or deliver to the Trustee and the CommissionSEC, in accordance with any other rules and regulations that may be prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such of the annual and quarterly reports and supplementary and periodic information, documents and reports which that may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amendedAct, in respect of a security listed and registered on a national securities exchange exchange, as may be prescribed from time to time by the SEC in such rules and regulations. All reports; or (b) if at any time the Guarantor is not subject to Section 13 or 15(d) of the Exchange Act and the Guarantor is not providing annual and quarterly reports and supplementary and periodic information, information documents and documents reports to the SEC and the Trustee pursuant to Section 10.02(a) of this Indenture, the Guarantor will, at its option, either (i) post on a publicly available website or (ii) post on IntraLinks or any comparable password protected online data system requiring user identification and a confidentiality acknowledgement (a “Confidential Datasite”), within 15 days of the filing date that would be applicable to a non-accelerated filer at that time pursuant to applicable SEC rules and regulations, the quarterly and audited annual financial statements and accompanying disclosure described in this Section 3.2(aItem 303 of Regulation S-K (“management’s discussion and analysis of financial condition and results of operations”) that would be required to be contained in annual reports on Form 10-K and filed with the Commission pursuant to its Electronic Data Gatheringquarterly reports on Form 10-Q, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed respectively, required to be filed with the Trustee. (bSEC if the Guarantor were subject to Section 13(a) or 15(d) of the Exchange Act. If the Guarantor elects to file furnish such reports via a Confidential Datasite, access to the Confidential Datasite will be provided promptly upon request to Holders and beneficial owners of, and bona fide potential investors in, the Securities as well as securities analysts and market makers and no such request for access to the Confidential Datasite will be unreasonably denied. Any such report, information or document that the Guarantor files with or furnishes to the SEC through the XXXXX shall be deemed filed with the Trustee and the Commission, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to for purposes of Section 314(a) of the Trust Indenture Act, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants provided for in this Guarantee and the Indenture, as may be required from time to time by such rules and regulations; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the Trustee, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a10.02(a) and (b) this Indenture at the time of this Section 3.2, as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; and (d) to deliver to the Trustee, within 120 days after the end of each fiscal year of the Guarantor, a brief certificate from the principal executive officer, principal financial officer, such filing or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For purposes of this Section 3.2, such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guaranteefurnishing through XXXXX. Delivery of such reports, information and documents to the Trustee is for informational purposes only only, and the Trustee’s receipt of such shall will not constitute actual or constructive notice or knowledge of any information contained therein or determinable from information contained therein, including the CompanyIssuer’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificatesan Officer’s Certificate).

Reports by the Guarantor. During the term hereof, the The Guarantor covenantsshall: (a) to file with the Pass Through Trustee, within 30 days after the Guarantor is required to file 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) which the Guarantor may be is required to file with the Commission SEC pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amendedAct; or, if the Guarantor is not required to file information, documents or reports pursuant to either of such sections, then to file with the Pass Through Trustee and the CommissionSEC, in accordance with rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, 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. All reports, information and documents described in this Section 3.2(a) and filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (XXXXX) system or any successor system shall be deemed to be filed with the Trustee.; (b) to file with the Pass Through Trustee and the CommissionSEC, in accordance with the rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture ActSEC, such additional information, documents and reports with respect to compliance by the Guarantor with the conditions and covenants of the Guarantor provided for in this Guarantee and the IndenturePass Through Trust Agreement, as may be required from time to time by such rules and regulations, including, in the case of annual reports, if required by such rules and regulations, certificates or opinions of independent public accountants, conforming to the requirements of Section 1.2; (c) to transmit to all Holders of the Securities within 30 days after the filing thereof with the TrusteeCertificateholders, in the manner and to the extent provided in Section 313(c) of the Trust Indenture Act, Act such summaries of any information, documents and reports required to be filed by the Guarantor pursuant to subsections (a) and (b) of this Section 3.2, 7.6 as may be required by rules and regulations prescribed from time to time by the Commission pursuant to Section 314(a) of the Trust Indenture Act; andSEC; (d) to deliver furnish to the Pass Through Trustee, within 120 days after the end of each fiscal year of the Guarantornot less often than annually, a brief certificate from the principal executive officer, principal financial officer, officer or principal accounting officer as to his or her knowledge of the Guarantor’s compliance with all conditions and covenants under this Guarantee. For Pass Through Trust Agreement (it being understood that for purposes of this Section 3.2paragraph (d), such compliance shall be determined without regard to any period of grace or requirement of notice provided under this Guarantee. Delivery Pass Through Trust Agreement); and (e) at any time that the Certificates shall be subject to the Trust Indenture Act, comply with Section 314 of such the Trust Indenture Act and shall file, furnish and deliver the reports, information information, documents, certificates and documents opinions required thereunder, and, at any time that the Certificates shall be subject to the Trust Indenture Act, acknowledge and agree that, for purposes of Section 314 of the Trust Indenture Act, the Guarantor shall be considered to be the “obligor” upon the Certificates. Without limiting the generality of the foregoing, at any time that the Certificates shall be subject to the Trust Indenture Act, the Guarantor shall deliver to the Pass Through Trustee is for informational purposes only and the Trustee’s receipt annual certificate required under clause (4) of such Section 314(a) of the Trust Indenture Act within 120 days following the end of each fiscal year of the Guarantor (which ends on December 31) ending after the date hereof. The provisions of this Section 7.6 shall not constitute constructive notice of be construed to impose any information contained therein obligation or determinable from information contained therein, including liability on the Company’s compliance with Guarantor to pay any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ principal, Make Whole Premium, if any, or interest in respect of the Lessor Notes or the Certificates).