Common use of Financial, Management and Regulatory Reports Clause in Contracts

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account with respect to the finances and business of Tenant generally and with respect to the Premises, in accordance with generally accepted accounting principles (“GAAP”) consistently applied. During the Term, Tenant shall deliver to Landlord, prior to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing with the fiscal year including the date of commencement of the Term, certified by a nationally recognized firm of independent certified public accountants. In addition, Tenant shall also furnish to Landlord prior to sixty (60) days after the end of each of the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required filings with the Securities and Exchange Commission pursuant to the provisions of the Securities Exchange Act of 1934, as amended, or any other law. If, for whatever reason, the financial results of Tenant do not appear, or are not included, in the consolidated financial statements required to be provided to Landlord pursuant to the foregoing paragraph, then Tenant shall also deliver to Landlord Tenant’s financial statements meeting the same requirements and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice or the passage of time or both, would become an Event of Default which has occurred and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion of the Business which would have a material adverse effect on the operation of the Business at a Facility, and (iii) any material violation of any permit, approval or certification in connection with any portion of the Premises or any portion of the Business, by any federal, state, or local authority, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 2 contracts

Samples: Master Lease (Radiation Therapy Services Holdings, Inc.), Purchase and Sale Agreement (Radiation Therapy Services Holdings, Inc.)

AutoNDA by SimpleDocs

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account provide Landlord with respect to the finances and business of Tenant generally and with respect to reports listed in Exhibit D within the Premises, applicable time specified therein. All financial information provided shall be prepared in accordance with generally accepted accounting principles GAAP and shall be submitted electronically using the applicable template provided by Landlord from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (2003 or newer editions) or in such other form as Landlord may reasonably require from time to time. For so long as Tenant or any Guarantor is or becomes subject to any reporting requirements of the Securities and Exchange Commission (the GAAPSEC”) consistently applied. During during the Term, Tenant shall deliver to Landlord, prior to one hundred twenty (120) days after the close timely filing of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing such reports with the fiscal year including SEC and publication thereof by the date of commencement of SEC shall be deemed delivery to Landlord hereunder. 5.7.1 In addition to the Termreports required under Section 5.7 above, certified by a nationally recognized firm of independent certified public accountants. In additionupon Landlord’s request from time to time, Tenant shall also furnish to provide Landlord prior to sixty (60) days after with such additional information and unaudited quarterly financial information concerning each Facility, the end operations thereof and Tenant and Guarantor as Landlord may require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other lawincluding, but not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the Term. IfNotwithstanding the foregoing, for whatever reason, the financial results of neither Tenant do not appear, or are not included, in the consolidated financial statements nor Guarantor shall be required to be provided to Landlord pursuant disclose information that is material non-public information or is subject to the foregoing paragraph, then quality assurance immunity or is subject to attorney-client privilege or the attorney work product doctrine. 5.7.2 Tenant shall also deliver to specifically agrees that Landlord may include Tenant’s financial statements meeting the same requirements information and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice or the passage of time or both, would become an Event of Default which has occurred and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-resident relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, in Landlord’s public filings and (iii) informational publications, as necessary or prudent to comply with any material violation reporting requirements under applicable federal or state laws, including those of any permit, approval or certification in connection with any portion of the Premises or any portion of the Business, by any federal, state, or local authority, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver successor to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 2 contracts

Samples: Master Lease (Ensign Group, Inc), Master Lease (Pennant Group, Inc.)

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account provide Landlord with respect to the finances and business of Tenant generally and with respect to reports listed in Exhibit D within the Premises, applicable time specified therein. All financial information provided shall be prepared in accordance with generally accepted accounting principles GAAP and, provided that such template is provide to Tenant sufficiently in advance for Tenant to review and implement, shall be submitted electronically using the applicable template approved by Landlord in its reasonable discretion from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (“GAAP”) consistently applied2003 or newer editions). During If Tenant or any Guarantor becomes subject to any reporting requirements of the Securities and Exchange Commission during the Term, Tenant it shall concurrently deliver to Landlord, prior Landlord such quarterly and annual reports not otherwise provided for on Exhibit D as are delivered pursuant to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing with the fiscal year including the date of commencement of the Term, certified by a nationally recognized firm of independent certified public accountantsapplicable securities laws. In additionaddition to, and without limiting any other remedies which Landlord may have under this Lease, at law, or in equity, Tenant shall also furnish be assessed with a $500 administrative fee for each instance in which Tenant fails to provide Landlord with the reports listed in Exhibit D within the applicable time specified therein, which administrative fee shall be immediately due and payable to Landlord. Notwithstanding the foregoing, such administrative fee shall not be assessed to Tenant so long as (a) Tenant is not delinquent in the delivery of such financial reports more than one (1) time in any consecutive twelve (12) month period, and (b) Tenant remits any delinquent report to Landlord prior to sixty within five (605) days after of Landlord’s written demand therefor. 6.7.1 In addition to the end reports required under Section 6.7 above, upon Landlord’s request from time to time, Tenant shall provide Landlord with such additional information and unaudited quarterly financial information concerning each Facility, the operations thereof and Tenant and Guarantor as Landlord may reasonably require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other law. Ifincluding, for whatever reasonbut not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the financial results of Term, subject to the conditions that neither Tenant do not appear, or are not included, in the consolidated financial statements nor Guarantor shall be required to be provided to Landlord pursuant disclose information that is materially non-public information or is subject to the foregoing paragraph, then Tenant shall also deliver quality assurance immunity or is subject to Landlord Tenant’s financial statements meeting the same requirements and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice attorney-client privilege or the passage of time or both, would become an Event of Default which has occurred attorney work product doctrine. 6.7.2 Tenant specifically agrees that Landlord may include financial information and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-patient relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, and (iii) any material violation of any permitin offering memoranda or prospectuses, approval or certification similar publications in connection with syndications, private placements or public offerings of Landlord’s securities or interests, and any portion other reporting requirements under applicable federal or state laws, including those of any successor to Landlord. 6.7.3 Landlord acknowledges and agrees that certain of the Premises information contained in the financial statements and/or in the financials may be non-public financial or any portion operational information with respect to Guarantor, Tenant and/or the Facilities. Landlord agrees to maintain the confidentiality of the Business, by any federal, state, or local authority, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior such non-public information to the beginning of each fiscal year of Holdingsextent specifically identified by Tenant or Guarantor as non-public; provided, provide however, Landlord shall have the right to disclose such information with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. Ifits accountants, for whatever reason, the operating budget of Holdings would attorneys and other consultants provided such disclosure is not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , prohibited by and between NATIONWIDE HEALTH PROPERTIES, INCapplicable Legal Requirements., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 2 contracts

Samples: Master Lease (Diversicare Healthcare Services, Inc.), Master Lease (Diversicare Healthcare Services, Inc.)

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account provide Landlord with respect to the finances and business of Tenant generally and with respect to reports listed in Exhibit D within the Premises, applicable time specified therein. All financial information provided shall be prepared in accordance with generally accepted accounting principles GAAP and shall be submitted electronically using the applicable template provided by Landlord from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (“GAAP”2003 or newer editions) consistently appliedor in such other form as Landlord may reasonably require from time to time. During If Tenant or any Guarantor becomes subject to any reporting requirements of the Securities and Exchange Commission during the Term, Tenant it shall concurrently deliver to Landlord, prior Landlord such reports as are delivered pursuant to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing with the fiscal year including the date of commencement of the Term, certified by a nationally recognized firm of independent certified public accountantsapplicable securities laws. In additionaddition to, and without limiting any other remedies which Landlord may have under this Lease, at law, or in equity, Tenant shall also furnish be assessed with a $250 administrative fee for each instance in which Tenant fails to provide Landlord prior with the reports listed in Exhibit D within the applicable time specified therein, which administrative fee shall be immediately due and payable to sixty (60) days after Landlord. 6.7.1 In addition to the end reports required under Section 6.7 above, upon Landlord’s request from time to time, Tenant shall provide Landlord with such additional information and unaudited quarterly financial information concerning each Facility, the operations thereof and Tenant and Guarantor as Landlord may require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other lawincluding, but not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the Term. IfNotwithstanding the foregoing, for whatever reason, the financial results of neither Tenant do not appear, or are not included, in the consolidated financial statements nor Guarantor shall be required to be provided to Landlord pursuant disclose information that is subject to the foregoing paragraph, then Tenant shall also deliver quality assurance immunity or is subject to Landlord Tenant’s financial statements meeting the same requirements and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice attorney-client privilege or the passage of time or both, would become an Event of Default which has occurred attorney work product doctrine. 6.7.2 Tenant specifically agrees that Landlord may include financial information and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-patient relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, and (iii) any material violation of any permitin offering memoranda or prospectuses, approval or certification similar publications in connection with syndications, private placements or public offerings of Landlord’s securities or interests, and any portion of the Premises other reporting requirements under applicable federal or any portion of the Business, by any federal, state, or local authoritystate laws, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning those of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver any successor to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 1 contract

Samples: Lease Agreement (Regional Health Properties, Inc)

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account provide Landlord with respect to the finances and business of Tenant generally and with respect to reports listed in Exhibit D within the Premises, applicable time specified therein. All financial information provided shall be prepared in accordance with generally accepted accounting principles GAAP and shall be submitted electronically using the applicable template provided by Landlord from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (2003 or newer editions) or in such other form as Landlord may reasonably require from time to time. For so long as Tenant or any Guarantor is or becomes subject to any reporting requirements of the Securities and Exchange Commission (the GAAPSEC”) consistently applied. During during the Term, Tenant shall deliver to Landlord, prior to one hundred twenty (120) days after the close timely filing of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing such reports with the fiscal year including SEC and publication thereof by the date of commencement of SEC shall be deemed delivery to Landlord hereunder. 5.7.1 In addition to the Termreports required under Section 5.7 above, certified by a nationally recognized firm of independent certified public accountants. In additionupon Landlord’s request from time to time, Tenant shall also furnish to provide Landlord prior to sixty (60) days after with such additional information and unaudited quarterly financial information concerning each Facility, the end operations thereof and Tenant and Guarantor as Landlord may require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other lawincluding, but not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the Term. IfNotwithstanding the foregoing, for whatever reason, the financial results of neither Tenant do not appear, or are not included, in the consolidated financial statements nor Guarantor shall be required to be provided to Landlord pursuant disclose information that is material non-public information or is subject to the foregoing paragraph, then quality assurance immunity or is subject to attorney-client privilege or the attorney work product doctrine. 5.7.2 Tenant shall also deliver to specifically agrees that Landlord may include Tenant’s financial statements meeting the same requirements information and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice or the passage of time or both, would become an Event of Default which has occurred and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-patient relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, in Landlord’s public filings and (iii) informational publications, as necessary or prudent to comply with any material violation reporting requirements under applicable federal or state laws, including those of any permit, approval or certification in connection with any portion of the Premises or any portion of the Business, by any federal, state, or local authority, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver successor to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 1 contract

Samples: Master Lease (CareTrust REIT, Inc.)

AutoNDA by SimpleDocs

Financial, Management and Regulatory Reports. Tenant shall keep adequate records provide Landlord with the reports listed in Exhibit D within the applicable time specified therein. All financial information provided shall be prepared in accordance with GAAP and books shall be submitted electronically using the applicable template provided by Landlord from time to time or, if no such template is provided by Landlord, in the form of account unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (2003 or newer editions) or in such other form as Landlord may reasonably require from time to time. If Tenant or any Guarantor becomes subject to any reporting requirements of the Securities and Exchange Commission during the Term, it shall concurrently deliver to Landlord such reports as are delivered pursuant to applicable securities laws. In addition to, and without limiting any other remedies which Landlord may have under this Lease, at law, or in equity, Tenant shall be assessed with a $500 administrative fee for each instance in which Tenant fails to provide Landlord with the reports listed in Exhibit D within the applicable time specified therein, which administrative fee shall be immediately due and payable to Landlord; provided, however, that with respect to the finances and business of first failure by Tenant generally and with respect to provide such reports when due in any twelve (12) month period, Landlord shall provide Tenant written notice specifying that the Premises, in accordance with generally accepted accounting principles (“GAAP”) consistently applied. During the Termreport was not provided when due, Tenant shall deliver have three (3) Business Days after receipt of such notice to Landlordprovide Landlord with such report, prior to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing and Landlord may assess Tenant with the fiscal year including $500 administrative fee only if Tenant has not provided such report to Landlord upon the date expiration of commencement of such three (3) Business Day period. 6.7.1 In addition to the Termreports required under Section 6.7 above, certified by a nationally recognized firm of independent certified public accountants. In additionupon Landlord’s request from time to time, Tenant shall also furnish to provide Landlord prior to sixty (60) days after with such reasonable additional information and unaudited quarterly financial information concerning each Facility, the end operations thereof and Tenant and Guarantor as Landlord may require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other law. Ifincluding, for whatever reasonbut not limited to, the financial results of Tenant do not appear10-Q Quarterly Reports, or are not included, in the consolidated financial 10-K Annual Reports and registration statements required to be provided to filed by Landlord pursuant to during the foregoing paragraphTerm. Unless otherwise agreed between the parties, then Tenant shall also deliver to Landlord Tenant’s financial statements meeting the same requirements and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice or the passage of time or both, would become an Event of Default which has occurred and is continuing hereunder or, if any such event has occurred request for additional information will not include facility level proformas. 6.7.2 Tenant specifically agrees that Landlord may include financial information and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-patient relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, and (iii) any material violation of any permitin offering memoranda or prospectuses, approval or certification similar publications in connection with syndications, private placements or public offerings of Landlord’s securities or interests, and any portion of the Premises other reporting requirements under applicable federal or any portion of the Business, by any federal, state, or local authoritystate laws, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning those of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver any successor to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 1 contract

Samples: Master Lease (Assisted 4 Living, Inc.)

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account with respect to the finances and business of Tenant generally and with respect to the Premises, in accordance with generally accepted accounting principles (“GAAP”) consistently applied. During the Term, Tenant shall deliver to Landlord, prior to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing provide Landlord with the fiscal year including the date of commencement of the Term, certified by a nationally recognized firm of independent certified public accountants. In addition, Tenant shall also furnish to Landlord prior to sixty (60) days after the end of each of the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required filings with the Securities and Exchange Commission pursuant to the provisions of the Securities Exchange Act of 1934, as amended, or any other law. If, for whatever reason, the financial results of Tenant do not appear, or are not included, listed in the consolidated financial statements required to be provided to Landlord pursuant to the foregoing paragraph, then Tenant shall also deliver to Landlord Tenant’s financial statements meeting the same requirements and Exhibit D within the same timeframes as required for Holdings pursuant to the foregoing paragraphapplicable time specified therein. All financial statements information provided shall be prepared in accordance with GAAP consistently applied. All annual financial statements and, provided that such template is provide to Tenant sufficiently in advance for Tenant to review and implement, shall be accompanied submitted electronically using the applicable template approved by Landlord in its reasonable discretion from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (i) by an opinion 2003 or newer editions). If Tenant or any Guarantor becomes subject to any reporting requirements of the accounting firm preparing Securities and Exchange Commission during the Term, it shall concurrently deliver to Landlord such statements stating that quarterly and annual reports not otherwise provided for on Exhibit D as are delivered pursuant to applicable securities laws. In addition to, and without limiting any other remedies which Landlord may have under this Lease, at law, or in equity, Tenant shall be assessed with a $500 administrative fee for each instance in which Tenant fails to provide Landlord with the reports listed in Exhibit D within the applicable time specified therein, which administrative fee shall be immediately due and payable to Landlord. Notwithstanding the foregoing, such administrative fee shall not be assessed to Tenant so long as (Aa) there are no qualifications as to Tenant is not delinquent in the scope delivery of the audit such financial reports more than one (1) time in any consecutive twelve (12) month period, and (Bb) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated Tenant remits any delinquent report to Landlord within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice or the passage of time or both, would become an Event of Default which has occurred and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion of the Business which would have a material adverse effect on the operation of the Business at a Facility, and (iii) any material violation of any permit, approval or certification in connection with any portion of the Premises or any portion of the Business, by any federal, state, or local authority, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INCdemand therefor., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 1 contract

Samples: Master Lease

Financial, Management and Regulatory Reports. Tenant shall keep adequate records and books of account provide Landlord with respect to the finances and business of Tenant generally and with respect to reports listed in Exhibit D within the Premises, applicable time specified therein. All financial information provided shall be prepared in accordance with generally accepted accounting principles GAAP and shall be submitted electronically using the applicable template provided by Landlord from time to time or, if no such template is provided by Landlord, in the form of unrestricted, unlocked “.xls” spreadsheets created using Microsoft Excel (“GAAP”2003 or newer editions) consistently appliedor in such other form as Landlord may reasonably require from time to time. During If Tenant or any Guarantor becomes subject to any reporting requirements of the Securities and Exchange Commission during the Term, Tenant it shall concurrently deliver to Landlord, prior Landlord such reports as are delivered pursuant to one hundred twenty (120) days after the close of each fiscal year of Radiation Therapy Services, Inc. or any Resulting Guarantor (“Holdings”) annual audited financial statements of Holdings, commencing with the fiscal year including the date of commencement of the Term, certified by a nationally recognized firm of independent certified public accountantsapplicable securities laws. In additionaddition to, and without limiting any other remedies which Landlord may have under this Lease, at law, or in equity, Tenant shall also furnish be assessed with a $500 administrative fee for each instance in which Tenant fails to provide Landlord prior with the reports listed in Exhibit D within the applicable time specified therein, which administrative fee shall be immediately due and payable to sixty (60) days after Landlord. 6.7.1 In addition to the end reports required under Section 6.7 above, upon Landlord’s request from time to time, Tenant shall provide Landlord with such additional information and unaudited quarterly financial information concerning each Facility, the operations thereof and Tenant and Guarantor as Landlord may require for purposes of each of securing financing for the three remaining quarters, unaudited financial statements and all other quarterly reports of Holdings, certified by Holdings’ chief financial officer, and all filings, if any, of Form 10-K, Form 10-Q and other required Premises or its ongoing filings with the Securities and Exchange Commission pursuant to Commission, under both the provisions Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or any other lawincluding, but not limited to, 10-Q Quarterly Reports, 10-K Annual Reports and registration statements to be filed by Landlord during the Term. IfNotwithstanding the foregoing, for whatever reason, the financial results of neither Tenant do not appear, or are not included, in the consolidated financial statements nor Guarantor shall be required to be provided to Landlord pursuant disclose information that is material non-public information or is subject to the foregoing paragraph, then Tenant shall also deliver quality assurance immunity or is subject to Landlord Tenant’s financial statements meeting the same requirements and within the same timeframes as required for Holdings pursuant to the foregoing paragraph. All financial statements shall be prepared in accordance with GAAP consistently applied. All annual financial statements shall be accompanied (i) by an opinion of the accounting firm preparing such statements stating that (A) there are no qualifications as to the scope of the audit and (B) the audit was performed in accordance with GAAP and (ii) by the affidavit of the president or a vice president (or officer, director or manager of a similar position) of Tenant, dated within five (5) days of the delivery of such statement, stating that (C) the affiant knows of no Event of Default, or event which, upon notice attorney-client privilege or the passage of time or both, would become an Event of Default which has occurred attorney work product doctrine. 6.7.2 Tenant specifically agrees that Landlord may include financial information and is continuing hereunder or, if any such event has occurred and is continuing, specifying the nature and period of existence thereof and what action Tenant has taken or proposes to take with respect thereto and (D) except as otherwise specified in such affidavit, that to affiant’s knowledge Tenant has fulfilled all of its obligations under this Master Lease which are required to be fulfilled on or prior to the date of such affidavit. All financial statements shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. On or before the date that is forty-five (45) days after the end of each calendar quarter, Tenant shall deliver to Landlord quarterly profit and loss reports information concerning the Business at each Facility and the combined Facilities in this Master Lease. Such reports shall be in substantially the same form as delivered by Tenant to Landlord in connection with Landlord’s acquisition of the Premises and shall contain a level of detail reasonably satisfactory to Landlord. Such reports shall be sent via email to Landlord at xxxxxxxxxx@xxx-xxxx.xxx. Tenant shall furnish to Landlord within ten (10) days of receipt written notice of any of the following: (i) any material violation of any federal, state, or local licensing or reimbursement certification statute or regulation, including Medicare or Medicaid, (ii) any suspension, termination or restriction placed on Tenant or any portion of the Premises or the operation of any portion Facility which does not violate the confidentiality of the Business which would have a material adverse effect on facility-patient relationship and the operation of the Business at a Facilityphysician-patient privilege under applicable laws, and (iii) any material violation of any permitin offering memoranda or prospectuses, approval or certification similar publications in connection with syndications, private placements or public offerings of Landlord’s securities or interests, and any portion of the Premises other reporting requirements under applicable federal or any portion of the Business, by any federal, state, or local authoritystate laws, including Medicare or Medicaid, if applicable. Tenant shall, on or before the date that is sixty (60) days prior to the beginning those of each fiscal year of Holdings, provide Landlord with an annual operating budget covering the operations of Holdings for the forthcoming fiscal year. If, for whatever reason, the operating budget of Holdings would not include and cover the operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver any successor to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal year, an annual operating budget covering the operations of Tenant for such fiscal year. This LETTER OF CREDIT AGREEMENT (this “Agreement”) is dated as of , 200 , by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (“Beneficiary”), and , a (“LC Party”).

Appears in 1 contract

Samples: Master Lease (CareTrust REIT, Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!