definiens: means the first period of eighteen ( 18 ) consecutive days after the date hereofcommencing on the date Parent shall have received the Required Financial Information ; provided that, ( A ) theMarketing Period will not commence prior to the date that is thirty ( 30 ) days after the date hereof ; ( B ) the MarketingPeriod shall not be deemed to have commenced if, ( x ) prior to the completion of the Marketing Period, KPMG LLPshall have withdrawn its audit opinion with respect to any financial statements contained in the Company SECDocuments or the Required Financial Information, ( y ) prior to completion of the Marketing Period, the Company hasissued a public statement indicating its intent to restate the historical financial statements of the Company or that anysuch restatement is under consideration or may be a possibility, in which case the Marketing Period shall not bedeemed to commence until such restatement has been completed and the relevant Company SEC Documents havebeen amended or the Company has announced that it has concluded that no restatement shall be required underGAAP or ( z ) the Company has been delinquent in filing any Quarterly Report on Form 10 - Q or any Annual Report onForm 10 - K, in which case the Marketing Period shall not be deemed to commence unless or until such delinquencieshave been cured ; ( C ) such 18 consecutive - day - period shall not be required to be consecutive to the extent it wouldinclude July 1, 2017 through July 4, 2017 or November 22, 2017 through November 24, 2017 and if such period hasnot ended prior to August 19, 2017, then such period shall not commence until after September 4, 2017 ; and ( D ) theMarketing Period shall end on any earlier date on which the Debt Financing is consummated ; provided, further, that ifthe Company shall in good faith believe it has delivered the Required Financial Information, it may deliver to Parent awritten notice to that effect ( stating the date when it believes it completed such delivery ), in which case the RequiredFinancial Information shall be deemed to have been delivered on the date of such notice unless Parent in good faithbelieves the Company has not completed delivery of the Required Financial Information and, within two ( 2 ) BusinessDays after the delivery of such notice by the Company, delivers a written notice to the Company to that effect, statingwith specificity what Required Financial Information the Company has not delivered