STATEMENTS FOR SUCH PERIOD;
(IV)
NOTWITHSTANDING ANY TIME PERIODS TO THE CONTRARY IN SECTION 9(C),
WHILE THE PROVISIONS OF THIS SECTION 11 ARE APPLICABLE, AS SOON AS PRACTICABLE
AFTER THE END OF EACH OF THE COMPANY'S FISCAL QUARTERS FOLLOWING THE DATE
HEREOF, THE COMPANY WILL DELIVER TO BOISE THE FINANCIAL STATEMENTS SPECIFIED IN
SECTION 9(C)(I) FOR SUCH PERIOD, IN EACH CASE IN SUCH FORMAT AND DETAIL AS BOISE
MAY REQUEST.
IN ANY EVENT NO LATER THAN THE EARLIER OF (X) TEN (10) BUSINESS
DAYS PRIOR TO THE DATE ON WHICH THE COMPANY IS REQUIRED TO FILE A FORM 10-Q OR
OTHER DOCUMENT CONTAINING QUARTERLY FINANCIAL STATEMENTS WITH THE SECURITIES AND
EXCHANGE COMMISSION FOR EACH OF THE COMPANY'S FIRST THREE FISCAL QUARTERS IN
EACH FISCAL YEAR AND (Y) TEN (10) BUSINESS DAYS PRIOR TO THE DATE ON WHICH BOISE
HAS NOTIFIED THE COMPANY THAT BOISE INTENDS TO FILE ITS FORM 10-Q OR OTHER
DOCUMENT CONTAINING QUARTERLY FINANCIAL STATEMENTS WITH THE SECURITIES AND
EXCHANGE COMMISSION, THE COMPANY WILL DELIVER TO BOISE DRAFTS OF THE FOLLOWING:
(A)
THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES (AND NOTES THERETO) FOR SUCH PERIODS AND FOR THE PERIOD FROM THE
BEGINNING OF THE CURRENT FISCAL YEAR TO THE END OF SUCH QUARTER, SETTING FORTH
IN EACH CASE IN COMPARATIVE FORM FOR EACH SUCH FISCAL QUARTER OF THE COMPANY THE
CONSOLIDATED FIGURES (AND NOTES THERETO) FOR THE CORRESPONDING QUARTER AND
PERIODS OF THE PREVIOUS FISCAL YEAR AND ALL IN REASONABLE DETAIL AND PREPARED IN
ACCORDANCE WITH ARTICLE 10 OF REGULATION S-X AND GAAP, AND
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(B)
A DISCUSSION AND ANALYSIS BY THE COMPANY'S MANAGEMENT OF THE
COMPANY'S AND ITS SUBSIDIARIES' FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR SUCH FISCAL PERIOD, INCLUDING, WITHOUT LIMITATION, AN EXPLANATION OF ANY
MATERIAL PERIOD-TO-PERIOD CHANGE AND ANY OFF-BALANCE SHEET TRANSACTIONS, ALL IN
REASONABLE DETAIL AND PREPARED IN ACCORDANCE WITH ITEM 303(B) AND 305 OF
REGULATION S-K.
The information set forth in (A) and (B) above is referred to in this Agreement
as the "Quarterly Financial Statements" and a draft of the Company's report on
Form 10-Q containing the above-referenced information for such quarter delivered
when required by this clause (iv) shall be deemed to satisfy the requirements of
this clause (iv).
No later than the earlier of (x) three (3) Business Days
prior to the date the Company publicly files the Quarterly Financial Statements
with the Securities and Exchange Commission or otherwise makes such Quarterly
Financial Statements publicly available or (y) three (3) Business Days prior to
the date on which Boise has notified the Company that Boise intends to file
Boise's quarterly financial statements with the Securities and Exchange
Commission, the Company will deliver to Boise the final form of its quarterly
report on Form 10-Q and certifications thereof by the Company's principal
executive and financial officers in substantially the forms required under
Securities and Exchange Commission rules for periodic reports and in form and
substance reasonably satisfactory to Boise; provided, however, that the Company
may continue to