Kodak 2011 Annual Report Download - page 224

Specified Business Units (each on a standalone basis) for each of the three most recently completed fiscal years, accompanied by an opinion reasonably
acceptable to the Agent by registered independent public accountants reasonably acceptable to the Agent, and (2) unaudited “carve-out” financial
statements for each of the Specified Business Units for the three-month or six-month, as applicable, period ended not less than 45 days prior to the delivery
thereof, and (B) from and after the date on which the obligations set forth in the preceding clause (A) are satisfied, (1) within 45 days after the end of each
subsequent quarter (other than the fourth quarter) of each fiscal year of the Company, unaudited “carve-out” financial statements for each of the Specified
Business Units for each such subsequent quarter and (2) not later than March 31, 2013, audited “carve-out” financial statements for each of the Specified
Business Units for the fiscal year ending December 31, 2012, accompanied by an opinion acceptable to the Agent by registered independent public
accountants reasonably acceptable to the Agent, except, in each case of this clause (B), with respect to any Specified Business Unit that shall have been
Disposed; and
(xiv) except to the extent prohibited by the Pensions Act 2004, promptly and in any event within 3 Business Days after a
Responsible Officer of the Company or Kodak Limited knows or has reason to know that (A) the UK Pension Scheme has commenced winding
up, (B) the UK Pensions Regulator has issued a warning notice that it is considering issuing a financial support direction or contribution notice in
relation to the UK Pension Scheme or (C) the Company or any of its Affiliates which currently participates in the UK Pension Scheme has ceased
to participate and thus triggered a liability on its cessation of participation, a statement of a Responsible Officer of the Company (or, if applicable,
cause to be furnished to the Lenders a statement of a Responsible Officer of Kodak Limited) noting such event and the action, if any, which is
proposed to be taken with respect thereto.
Documents required to be delivered pursuant to Section 5.01(g)(i) , (ii) , (iii) and (v)
(to the extent any such documents are included in materials
otherwise filed with the Securities Exchange Commission) may be delivered electronically and if so delivered, shall be deemed to have been
delivered on the date (i) on which the Company posts such documents, or provides a link thereto on the Company’
s website on the Internet at the
website address listed on Schedule 9.02 ; or (ii) on which such documents are posted on the Company’
s behalf on an Internet or intranet website, if
any, to which each Lender and the Agent have access (whether a commercial, third-party website or whether sponsored by the Agent);
provided
that: (A) upon written request of the Agent, the Company shall deliver paper copies of such documents to the Agent until a written request to cease
delivering paper copies is given by the Agent and (B) the Company shall notify the Agent (by telecopier or electronic mail) of the posting of any
such documents and provide to the Agent by electronic mail electronic versions ( i.e.
, soft copies) of such documents. The Agent shall have no
obligation to request the delivery of or to maintain paper copies of the documents referred to above, and in any event shall have no responsibility to
monitor compliance by the Company with any such request by a Lender for delivery, and each Lender shall be solely responsible for timely
accessing posted documents or requesting delivery of paper copies of such documents from the Agent and maintaining its copies of such
documents.
Each Borrower hereby acknowledges that (a) the Agent, the Arranger and the Collateral Agent will make available to the Lenders and the Issuing
Banks materials and/or information provided by or on behalf of the Borrowers hereunder (collectively, “ Borrower Materials ”)
by posting the
Borrower Materials on IntraLinks or another similar electronic system (the “ Platform ”) and (b) certain of the Lenders (each, a “ Public Lender ”
)
may have personnel who do not wish to receive material non-
public information with respect to the Company or its Affiliates, or the respective
securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’
securities. Each Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that
may be distributed to the Public Lenders and that (w) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC”
which, at
a minimum, shall mean that the word “PUBLIC”
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