Board Materials. Within five (5) Business Days after delivery, and in the same manner as delivered to Board members (or, as applicable, the members of any committee or subcommittee of the Board), copies of all materials that Borrower Representative provides to Board members (or committee or subcommittee members) in connection with meetings of the Board or of any committee or subcommittee of the Board, including any reports with respect to Borrowers’ operations or performance, and promptly after such meeting, minutes of such meetings; provided, however, the foregoing may be subject to such exclusions and redactions as Borrower Representative reasonably deems necessary in order to # preserve the confidentiality of proprietary information, or # prevent impairment of the attorney client privilege or # avoid a conflict of interest on the part of Agent or any Lender.

Board Materials. (x) At the same time and in the same manner as it gives to the members of Borrower Representative’s Board, copies of all materials that Borrower Representative provides to its Board in connection with meetings of Borrower Representative’s Board, including any reports with respect to Borrowers’ operations or performance; provided, however, that Borrower Representative shall not be required to provide Administrative Agent with draft materials that are not provided to all members of Borrower Representative’s Board, and # promptly after such meeting, minutes of such meetings; provided, however, the foregoing shall exclude, for the avoidance of doubt, any communications between Borrower Representative and its Board that are not provided in connection with any regularly-scheduled or special meeting of the Borrower Representative’s Board and shall be subject to such further exclusions and redactions as necessary in order to # preserve the confidentiality of highly sensitive proprietary information, or # prevent impairment of the attorney client privilege with respect to pending or threatened litigation.