Common use of Lessor Securities Offering and Filings Clause in Contracts

Lessor Securities Offering and Filings. Notwithstanding anything contained herein to the contrary, Lessee shall cooperate with Lessor or MPT in connection with any securities offerings and filings, or MPT's efforts to procure or maintain financing for or related to the Leased Property and Facility, and in connection therewith, the Lessee shall furnish MPT, or cause its accountants to furnish MPT, with such financial and other information as MPT shall request, including, without limitation, audited and unaudited financial statements of Lessee and Guarantors, and any necessary consents of accountants of Lessee and Guarantors, provided, however, that Lessee and Guarantors shall use their best efforts to furnish any consents of accountants of Lessee and Guarantors. MPT shall reimburse Lessee and Guarantors for any and all incremental costs (i.e. costs not otherwise incurred by Lessee or Guarantors with respect to the normal preparation of such financial statements for other purposes) incurred in furnishing, or causing its accountants to furnish, such financial statements and consents. MPT shall protect, indemnify, save harmless and defend Lessee and Guarantors from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, but excluding any such liabilities arising from any fraud on the part of Lessee, any Guarantor or the accountants of Lessee or any Guarantor) imposed upon or incurred by or asserted against Lessee by reason of the inclusion of any such financial statements or consents in any securities offerings and filings of MPT. MPT may disclose that Lessor has entered into this Lease with Lessee and Prime and may provide and disclose information regarding this Lease, the Lessee, the Guarantors, the Leased Property and the Facility, and such additional information which MPT may reasonably deem necessary, to its proposed investors in such public offering or private offering of securities, or any current or prospective lenders with respect to such financing. Upon reasonable advance notice, MPT and any lender providing financing for the Leased Property shall have the right, subject to the execution of a written confidentiality agreement on terms reasonably acceptable to MPT, such lender and Lessee, to access, examine and copy all agreements, records, documentation and information relating to the Lessee and Guarantors, the Leased Property and Facility, and to discuss such affairs and information with the officers, employees and independent public accountants of the Lessee and Guarantors as often as may reasonably be desired.

Lessor Securities Offering and Filings. Notwithstanding anything contained herein to the contrary, Lessee shall shall, at Lessor’s sole cost and expense, cooperate with Lessor or MPT in connection with any securities offerings and filings, or MPT's Lessor’s efforts to procure or maintain financing for for, or related to to, the Leased Property and FacilityProperty, and or any portion thereof and, in connection therewith, the Lessee shall furnish MPTLessor, or cause its accountants to furnish MPTin a timely fashion, with such financial and other information as MPT shall request, including, without limitation, (including audited and unaudited financial statements of Lessee and Guarantors, and any necessary consents of accountants of Lessee and Guarantors, provided, however, that Lessee and Guarantors shall use their best efforts to furnish any consents of accountants of Lessee and Guarantors. MPT shall reimburse Lessee and Guarantors for any and all incremental costs (i.e. costs not otherwise incurred by Lessee or Guarantors with respect to the normal preparation of such financial statements for other purposes) incurred in furnishing, or causing its accountants to furnish, such financial statements and consentsconsents of auditors) as Lessor shall reasonably request, provided that the disclosure of such information is not prohibited under any Information Privacy and Secruity Laws. MPT shall protectIn accordance with all Information Privacy and Secruity Laws, indemnify, save harmless and defend Lessee and Guarantors from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, but excluding any such liabilities arising from any fraud on the part of Lessee, any Guarantor or the accountants of Lessee or any Guarantor) imposed upon or incurred by or asserted against Lessee by reason of the inclusion of any such financial statements or consents in any securities offerings and filings of MPT. MPT Lessor may disclose that Lessor has entered into this Lease with Lessee and Prime and may provide and disclose information regarding this Lease, the Lessee, the GuarantorsGuarantor, the Leased Property and the each Facility, and such additional information which MPT Lessor may reasonably deem necessary, to its proposed investors in such public offering or private offering of securities, or any current or prospective lenders with respect to such financing, and to investors, analysts and other parties in connection with earnings calls and other normal communications with investors, analysts, and other parties. Upon In accordance with all Information Privacy and Secruity Laws, upon reasonable advance notice, MPT Lessor, its legal and financial representatives, and any lender providing financing for all or any portion of the Leased Property shall have the right, subject to the execution of a written confidentiality agreement on terms reasonably acceptable to MPT, such lender and Lessee, right to access, examine and copy all agreements, records, documentation and information relating to the Lessee and GuarantorsLessee, the Guarantor, and such Leased Property and FacilityProperty, and to discuss such affairs and information with the officers, employees and independent public accountants of the Lessee and Guarantors as often as may reasonably necessary. The additional costs of Lessee in complying with the foregoing shall be desiredreimbursed to Lessee by Lessor.

Lessor Securities Offering and Filings. Notwithstanding anything contained herein to the contrary, Lessee shall shall, at Lessor’s sole costs and expense, cooperate with Lessor or MPT in connection with any securities offerings and filings, or MPT's Lessor’s efforts to procure or maintain financing for for, or related to to, the Leased Property and FacilityProperty, and or any portion thereof and, in connection therewith, the Lessee shall furnish MPTLessor, or cause its accountants to furnish MPTin a timely fashion, with such financial and other information as MPT shall request, including, without limitation, (including audited and unaudited financial statements of Lessee and Guarantors, and any necessary consents of accountants of Lessee and Guarantors, provided, however, that Lessee and Guarantors auditors) as Lessor shall use their best efforts to furnish any consents of accountants of Lessee and Guarantorsreasonably request. MPT Lessor shall reimburse the Lessee and Guarantors for any and all reasonable incremental costs (i.e. i.e., reasonable costs not otherwise incurred by the Lessee or Guarantors with respect to the normal preparation of such financial statements for other purposes) incurred in furnishing, or causing its accountants to furnish, such financial statements and consents. MPT shall protect, indemnify, save harmless and defend Lessee and Guarantors from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, but excluding any such liabilities arising from any fraud on the part of Lessee, any Guarantor or the accountants of Lessee or any Guarantor) imposed upon or incurred by or asserted against Lessee by reason of the inclusion of any such financial statements or consents in any securities offerings and filings of MPT. MPT Lessor may disclose that Lessor has entered into this Lease with Lessee and Prime and may provide and disclose information regarding this Lease, the Lessee, the Guarantors, the Leased Property and the each Facility, and such additional information which MPT Lessor may reasonably deem necessary, to its proposed investors in such public offering or private offering of securities, or any current or prospective lenders with respect to such financing, and to investors, analysts and other parties in connection with earnings calls and other normal communications with investors, analysts, and other parties. Upon reasonable advance notice, MPT Lessor, its legal and financial representatives, and any lender providing financing for all or any portion of the Leased Property shall have the right, subject to the execution of a written confidentiality agreement on terms reasonably acceptable to MPTLessor, such lender and Lessee, to access, examine and copy all agreements, records, documentation and information relating to Lessee, the Lessee and Guarantors, the and such Leased Property and FacilityProperty, and to discuss such affairs and information with the officers, employees and independent public accountants of the Lessee and Guarantors as often as may reasonably necessary. The additional costs of Lessee in complying with the foregoing shall be desiredreimbursed to Lessee by Lessor.

Lessor Securities Offering and Filings. Notwithstanding anything contained herein to the contrary, Lessee shall cooperate with Lessor or MPT in connection with any securities offerings and filings, or MPT's Lessor’s efforts to procure or maintain financing for for, or related to to, the Leased Property and FacilityProperty, and or any portion thereof and, in connection therewith, the Lessee shall furnish MPTLessor, or cause its accountants to furnish MPTin a timely fashion, with such financial and other information (including audited financial statements and consents of auditors) as MPT Lessor shall request, including, without limitation, audited and unaudited financial statements of Lessee and Guarantors, and any necessary consents of accountants of Lessee and Guarantors, provided, however, that Lessee and Guarantors shall use their best efforts to furnish any consents of accountants of Lessee and Guarantors. MPT Lessor shall reimburse the Lessee and Guarantors for any and all incremental costs (i.e. i.e., costs not otherwise incurred by the Lessee or Guarantors with respect to the normal preparation of such financial statements for other purposes) incurred in furnishing, or causing its accountants to furnish, such financial statements and consents. MPT shall protect, indemnify, save harmless and defend Lessee and Guarantors from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, but excluding any such liabilities arising from any fraud on the part of Lessee, any Guarantor or the accountants of Lessee or any Guarantor) imposed upon or incurred by or asserted against Lessee by reason of the inclusion of any such financial statements or consents in any securities offerings and filings of MPT. MPT Lessor may disclose that Lessor has entered into this Lease with Lessee and Prime and may provide and disclose information regarding this Lease, the Lessee, the Guarantors, the Leased Property and the each Facility, and such additional information which MPT Lessor may reasonably deem necessary, to its proposed investors in such public offering or private offering of securities, or any current or prospective lenders with respect to such financing, and to investors, analysts and other parties in connection with earnings calls and other normal communications with investors, analysts, and other parties. Upon reasonable advance notice, MPT Lessor, its legal and financial representatives, and any lender providing financing for all or any portion of the Leased Property shall have the right, subject to the execution of a written confidentiality agreement on terms reasonably acceptable to MPTLessor, such lender and Lessee, to access, examine and copy all agreements, records, documentation and information relating to Lessee, the Lessee and Guarantors, the and such Leased Property and FacilityProperty, and to discuss such affairs and information with the officers, employees and independent public accountants of Lessee as reasonably necessary. The additional costs of Lessee in complying with the foregoing shall be reimbursed to Lessee and Guarantors as often as may reasonably be desiredby Lessor.

Lessor Securities Offering and Filings. Notwithstanding anything contained herein to the contrary, Lessee shall shall, at Lessor’s sole costs and expense, cooperate with Lessor or MPT in connection with any securities offerings and filings, or MPT's Lessor’s efforts to procure or maintain financing for for, or related to to, the Leased Property and FacilityProperty, and or any portion thereof and, in connection therewith, the Lessee shall furnish MPTLessor, or cause its accountants to furnish MPTin a timely fashion, with such financial and other information as MPT shall request, including, without limitation, (including audited and unaudited financial statements of Lessee and Guarantors, and any necessary consents of accountants of Lessee and Guarantors, provided, however, auditors) as Lessor shall reasonably request; provided that Lessee shall under no circumstances be required to provide (i) any internally prepared reports, (ii) attorney-client privileged communications and Guarantors shall use their best efforts work product, or (iii) information subject to furnish any consents of accountants of Lessee and Guarantorsa written confidentiality obligation or otherwise restricted by agreement or law from delivery. MPT Lessor shall reimburse the Lessee and Guarantors for any and all reasonable incremental costs (i.e. i.e., reasonable costs not otherwise incurred by the Lessee or Guarantors with respect to the normal preparation of such financial statements for other purposes) incurred in furnishing, or causing its accountants to furnish, such financial statements and consents. MPT shall protect, indemnify, save harmless and defend Lessee and Guarantors from and against all liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses, but excluding any such liabilities arising from any fraud on the part of Lessee, any Guarantor or the accountants of Lessee or any Guarantor) imposed upon or incurred by or asserted against Lessee by reason of the inclusion of any such financial statements or consents in any securities offerings and filings of MPT. MPT Lessor may disclose that Lessor has entered into this Lease with Lessee and Prime and may provide and disclose information regarding this Lease, the Lessee, the Guarantors, the Leased Property and the each Facility, and such additional information which MPT Lessor may reasonably deem necessary, to its proposed investors in such public offering or private offering of securities, or any current or prospective lenders with respect to such financing, and to investors, analysts and other parties in connection with earnings calls and other normal communications with investors, analysts, and other parties. Upon reasonable advance notice, MPT Lessor, its legal and financial representatives, and any lender providing financing for all or any portion of the Leased Property (each, a “Requesting Party”) shall have the right, subject to the execution of a written confidentiality agreement on terms reasonably acceptable to MPTLessor, such lender and Lessee, to access, examine and copy all agreements, records, documentation and information relating to Lessee, the Lessee and Guarantors, the and such Leased Property and FacilityProperty, and to discuss such affairs and information with the officers, employees and independent public accountants of Lessee; provided, however, that (a) such access or furnishing of information shall be conducted during normal business hours, under the supervision of the Lessee, and in such a manner as to not unreasonably disrupt the normal operations of the Property, (b) Lessee and Guarantors as often as may reasonably is not under any obligation to disclose to the Requesting Party any information, the disclosure of which is restricted by contract or applicable Law or would result in the waiver of any attorney-client privilege. The additional costs of Lessee in complying with the foregoing shall be desiredreimbursed to Lessee by Lessor.