Common use of Reports of the Company Clause in Contracts

Reports of the Company. (a) Whether or not the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall provide the Trustee and the Holders of Notes with the following: (i) within 90 days following the end of each fiscal year of the Company, its annual audited consolidated financial statements prepared in accordance with GAAP; (ii) within 45 days following the end of each fiscal quarter (other than the last fiscal quarter of its fiscal year) of the Company, its unaudited quarterly financial statements prepared in accordance with GAAP; (iii) simultaneously with the delivery of the financial statements referred to in clauses (i) and (ii) above, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations;” and (iv) reasonably promptly following the occurrence of any of the following events, a description in reasonable detail of such event: (A) any change in the directors or executive officers of the Company, (B) any incurrence of any off-balance sheet obligation (other than lease obligations incurred in the ordinary course of business) or Debt of the Company or any of its Restricted Subsidiaries, in any case, in an amount in excess of US$50.0 million, (C) the acceleration of any Debt of the Company or any of its Restricted Subsidiaries, (D) the entry into of any agreement by Parent or any of its Subsidiaries relating to a transaction that has resulted or is expected to result in a Change of Control, (E) any resignation or termination of the independent accountants of the Company or any engagement of any new independent accountants of the Company, (F) any determination by the Company or the receipt of advice or notice by the Company from its independent accountants, in either case, confirming non-reliance on previously issued financial statements, a related audit opinion or a completed interim review, (G) the completion by the Company or any of its Restricted Subsidiaries of the acquisition of assets or an Asset Sale in excess of US$100.0 million and (H) any event of bankruptcy or insolvency that constitutes a Default; provided, however, that no such report will be required to be furnished if it is determined in good faith by the Company that such event is not material to Holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole; provided, however, that reports and information provided pursuant to Section 4.19(a)(i), (ii), (iii) and (iv) shall not be required to be accompanied by any exhibits consisting of commercial agreements (not including notes or other debt instruments) with customers or suppliers.

Reports of the Company. (a) Whether or not the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall provide the Trustee and the Holders of Notes with the following: (i) within 90 days following the end of each fiscal year of the Company, its annual audited consolidated financial statements prepared in accordance with GAAP; (ii) within 45 days following the end of each fiscal quarter (other than the last fiscal quarter of its fiscal year) of the Company, its unaudited quarterly financial statements prepared in accordance with GAAP;; and (iii) simultaneously with the delivery of the financial statements referred to in clauses (i‎(i) and (ii‎(ii) above‎(ii) above, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations;” and (iv) reasonably promptly following the occurrence of any of the following events, a description in reasonable detail of such event: (A) any change in the directors or executive officers of the Company, (B) any incurrence of any off-balance sheet obligation (other than lease obligations incurred in the ordinary course of business) or Debt of the Company or any of its Restricted Subsidiaries, in any case, in an amount in excess of US$50.0 million, (C) the acceleration of any Debt of the Company or any of its Restricted Subsidiaries, (D) the entry into of any agreement by Parent or any of its Subsidiaries relating to a transaction that has resulted or is expected to result in a Change of Control, (E) any resignation or termination of the independent accountants of the Company or any engagement of any new independent accountants of the Company, (F) any determination by the Company or the receipt of advice or notice by the Company from its independent accountants, in either case, confirming non-reliance on previously issued financial statements, a related audit opinion or a completed interim review, (G) the completion by the Company or any of its Restricted Subsidiaries of the acquisition of assets or an Asset Sale in excess of US$100.0 million and (H) any event of bankruptcy or insolvency that constitutes a Default; provided, however, that no such report will be required to be furnished if it is determined in good faith by the Company that such event is not material to Holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole; provided;” (b) Article IV (“Covenants of the Company”) of the Indenture is hereby amended to delete each of the following sections, howeveror clauses of sections, that reports and information provided pursuant to Section 4.19(a)(i)as the case may be, (ii)in its entirety and, (iii) and (iv) shall not be required to be accompanied by any exhibits consisting in the case of commercial agreements (not including notes each such section or other debt instruments) with customers or suppliers.clause so deleted, insert in lieu thereof the phrase “[Intentionally Omitted]”:

Reports of the Company. (a) Whether or not the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall provide the Trustee and the Holders of Notes with the following: (i) within 90 days following the end of each fiscal year of the Company, its annual audited consolidated financial statements prepared in accordance with GAAP; (ii) within 45 days following the end of each fiscal quarter (other than the last fiscal quarter of its fiscal year) of the Company, its unaudited quarterly financial statements prepared in accordance with GAAP; (iii) simultaneously with the delivery of the financial statements referred to in clauses (i‎(i) and (ii‎(ii) above, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations;” and (iv) reasonably promptly following the occurrence of any of the following events, a description in reasonable detail of such event: (A) any change in the directors directors, the chief executive officer or executive officers chief financial officer of the Company, (B) any incurrence of any off-balance sheet obligation (other than lease obligations incurred in the ordinary course of business) or Debt of the Company or any of its Restricted Subsidiaries, in any case, in an amount in excess of US$50.0 million, (C) the acceleration of any Debt of the Company or any of its Restricted SubsidiariesSignificant Subsidiaries in excess of US$125.0 million, (DC) the entry into of any agreement by Parent or any of its Subsidiaries relating to a transaction that has resulted or is expected to result in a Change of Control, (ED) any resignation or termination of the independent accountants of the Company or any engagement of any new independent accountants of the Company, (FE) any determination by the Company or the receipt of advice or notice by the Company from its independent accountants, in either case, confirming non-reliance on previously issued financial statements, a related audit opinion or a completed interim review, (GF) the completion by the Company or any of its Restricted Subsidiaries of the acquisition of assets or an Asset Sale in excess of US$100.0 300.0 million and (HG) any event of bankruptcy or insolvency that constitutes a Default; provided, however, that no such report will be required to be furnished if it is determined in good faith by the Company that such event is not material to Holders or the business, assets, operations, financial positions or prospects of the Company and its Restricted Subsidiaries, taken as a whole; provided, however, that reports and information provided pursuant to Section 4.19(a)(i‎Section 4.17(a)(i), (ii‎(ii), (iii‎(iii) and (iv‎(iv) shall not be required to be accompanied by any exhibits consisting or financial statements other than those financial statements explicitly required pursuant to ‎Section 4.17(a)(i) and ‎(ii). (b) At any time that the Unrestricted Subsidiaries of commercial agreements the Company, taken as a whole, account for more than 20% of the Consolidated EBITDA (calculated for the Company and its Subsidiaries, not just Restricted Subsidiaries) for the period of the most recent four consecutive fiscal quarters for which internal financial statements are available, of the Company and its Subsidiaries, taken as a whole, then the quarterly and annual financial information required by ‎Section 4.17(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial 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 of the Company. (c) In addition, for so long as any Notes are outstanding, unless the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise complies with such reporting requirements, the Company shall either (i) maintain a website (which may be non-public, but shall not restrict the recipients of such information from trading in securities) to which Holders of Notes, prospective investors, securities analysts and market makers that certify that they are qualified institutional buyers or are otherwise eligible to hold the Notes (collectively, “Permitted Parties”) are given access and to which the information required by the preceding paragraphs and the information required in ‎Section 5.04 (the “Required Information”) is posted; or (ii) distribute via electronic mail the Required Information to beneficial owners of the Notes and prospective investors that certify that they are Permitted Parties who request to receive such distributions. If the Company makes available the reports described in ‎Section 4.17(a)(i), ‎(ii), ‎(iii) and ‎(iv) on the Company’s website, it will be deemed to have satisfied the reporting requirement set forth in such applicable clause. The Company shall either ensure the Trustee has access to such reports and any other Required Information on the website, or provide Trustee copies of such reports and any other Required Information. The Trustee shall have no responsibility whatsoever to determine whether any reports or Required Information have been posted to or filed on any website. (d) In addition, for so long as any Notes are outstanding, the Company shall also: (i) within 15 business days after providing the Trustee and the Holders with the annual and quarterly information required pursuant to Sections ‎‎4.17(a)(i) and ‎(ii), hold a conference call for Permitted Parties to discuss such reports and the results of operations for the relevant reporting period; and (ii) issue a press release to any U.S. nationally recognized wire service, post to the website mentioned in ‎Section 4.17(d)(i) or employ other means commercially reasonably expected to reach Permitted Parties no fewer than three business days prior to the date of the conference call required to be held in accordance with ‎Section 4.17(d)(i), announcing the time and date of such conference call and either including notes all information necessary to access the call or directing Permitted Parties to contact the appropriate Person at the Company to obtain such information. (e) The trustee shall have no duty to review or analyze reports delivered to it. Delivery of the above reports and the reports required by ‎Section 5.04 to the Trustee is for informational purposes only and the Trustee’s receipt of such reports shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuers’ or any Guarantor’s compliance with any of their covenants in this Indenture (as to which the Trustee is entitled to rely exclusively on an Officer’s Certificate of the Company) or any other agreement or document. The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, and shall have no responsibility or liability for the Issuers’ and Guarantors’ compliance or non-compliance with any covenants in the Indenture or Notes, including with respect to any reports or other debt instrumentsdocuments posted on any website or filed with the SEC, or participate in any conference calls. (f) For so long as any Notes remain outstanding, the Issuers shall furnish to Holders and securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act. (g) The Company’s obligations pursuant to this ‎Section 4.17 may, at the Company’s option, be suspended and instead provided by any direct or indirect parent of the Company (other than the Parent) (any such entity, a “Company Reporting Entity”) as of any date, and for so long as, all of the following conditions are satisfied: (i) the Company Reporting Entity beneficially owns directly or indirectly at least 95% (less any director’s qualifying shares or shares owned by foreign nationals to the extent mandated by applicable law) of the Voting Stock of the Company; and (ii) Company Reporting Entity makes the reports and financial information referred to in ‎Section 4.17(a)(i) above available on its website (or otherwise permitted above), or otherwise publicly available within the time periods specified in ‎Section 4.17(a)(i) above, except that such reports and financial information may be with customers respect to Company Reporting Entity instead of the Company; provided that, if the Company Reporting Entity has material operating assets (other than the Company and its Subsidiaries), the quarterly and annual financial statements of Company Reporting Entity shall include a reasonably detailed presentation, either on the face of the financial statements or suppliersin the footnotes thereto, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Company Reporting Entity (any period during which the reporting obligations pursuant to ‎Section 4.18 are suspended pursuant to this ‎Section 4.17(g) being referred to herein as a “Reporting Suspension Period”). The requirements of ‎Section 4.17(a) shall resume as of the end of any Reporting Suspension Period, but no Default or Event of Default shall be deemed to have occurred or be continuing due to non-compliance during any Reporting Suspension Period with the requirements of ‎Section 4.17(a).

Reports of the Company. (a) Whether or not the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall provide the Trustee and the Holders of Notes with the following: : (i1) within 90 days following the end of each fiscal year of the Company, its annual audited consolidated financial statements prepared in accordance with GAAP; ; (ii2) within 45 days following the end of each fiscal quarter (other than the last fiscal quarter of its fiscal year) of the Company, its unaudited quarterly financial statements prepared in accordance with GAAP; ; (iii3) simultaneously with the delivery of the financial statements referred to in clauses (i1) and (ii2) above, a “Management’s Discussion and Analysis of Financial Condition and Results of Operations;” and and (iv4) reasonably promptly following the occurrence of any of the following events, a description in reasonable detail of such event: (Ai) any change in the directors directors, the chief executive officer or executive officers chief financial officer of the Company, (B) any incurrence of any off-balance sheet obligation (other than lease obligations incurred in the ordinary course of business) or Debt of the Company or any of its Restricted Subsidiaries, in any case, in an amount in excess of US$50.0 million, (Cii) the acceleration of any Debt of the Company or any of its Restricted Subsidiaries, Significant Subsidiaries in excess of US$125.0 million; (Diii) the entry into of any agreement by Parent the Company or any of its Subsidiaries relating to a transaction that has resulted or is expected to result in a Change of Control, (Eiv) any resignation or termination of the independent accountants of the Company or any engagement of any new independent accountants of the Company, (Fv) any determination by the Company or the receipt of advice or notice by the Company from its independent accountants, in either case, confirming non-reliance on previously issued financial statements, a related audit opinion or a completed interim review, (Gvi) the completion by the Company or any of its Restricted Subsidiaries of the acquisition of assets or an Asset Sale in excess of US$100.0 300.0 million and (Hvii) any event of bankruptcy or insolvency that constitutes a Default; provided, however, that no such report will be required to be furnished if it is determined in good faith by the Company that such event is not material to Holders material (b) At any time that the Unrestricted Subsidiaries of the Company, taken as a whole, account for more than 20% of the Consolidated EBITDA (calculated for the Company and its Subsidiaries, not just Restricted Subsidiaries) for the period of the most recent four consecutive fiscal quarters for which internal financial statements are available, of the Company and its Subsidiaries, taken as a whole, then the quarterly and annual financial information required by Section 4.16(a) shall include a reasonably detailed presentation, either on the face of the financial statements or in the businessfootnotes thereto, assets, operations, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of the financial positions or prospects condition and results of operations of the Company and its Restricted SubsidiariesSubsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company. In addition, taken for so long as any Notes are outstanding, unless the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or otherwise complies with such reporting requirements, the Company shall either (i) maintain a wholewebsite (which may be non-public, but shall not restrict the recipients of such information from trading in securities) to which Holders of Notes, prospective investors, securities analysts and market makers that certify that they are qualified institutional buyers or are otherwise eligible to hold the Notes (collectively, “Permitted Parties”) are given access and to which the information required by the preceding paragraphs (the “Required Information”) is posted; provided, however, or (ii) distribute via electronic mail the Required Information to beneficial owners of the notes and prospective investors that certify that they are Permitted Parties who request to receive such distributions. If the Company makes available the reports and information provided pursuant to Section 4.19(a)(idescribed in clauses (1), (ii2), (iii3) or (4) of Section 4.16(a) on the Company’s website, it will be deemed to have satisfied the reporting requirement set forth in such applicable clause. The Trustee shall have no responsibility whatsoever to determine whether the Required Information has been posted to any such website. The Trustee shall have no duty to review or analyze reports delivered to it. Delivery of any information, documents and reports to the Trustee is for informational purposes only, and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s and Guarantors’ compliance with any of their covenants hereunder (iv) as to which the Trustee is entitled to rely exclusively on an officer’s certificate). The Trustee shall not be required obligated to be accompanied by monitor or confirm, on a continuing basis or otherwise, and shall have no responsibility or liability for the Company’s and Guarantors’ compliance or non-compliance with any exhibits consisting of commercial agreements (not covenants in this Indenture or Notes, including notes with respect to any reports or other debt instruments) documents posted on any website or filed with customers the SEC, or suppliersparticipate in any conference calls.