Common use of Status Report and Financial Statements Clause in Contracts

Status Report and Financial Statements. Recognizing that the parties hereto may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party (the “Non-Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, will promptly furnish to the Requesting Party, addressed to any existing or potential holder of any mortgage encumbering the Premises, the Building, the Site and/or the Complex or any potential purchaser of the Premises, the Building, the Site and/or the Complex (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease. In addition, unless and for so long as Tenant is a publicly-traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years. Any such status statement and non-publicly available financial statement, which shall be certified by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, which are delivered pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. Recognizing that the parties hereto each party may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each either party (the “Non-Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, but no more than twice in any calendar year, will promptly within twenty (20) days after such request furnish to the Requesting Partyrequesting party (or in the case of Landlord, addressed upon Landlord’s written request, to any existing or potential holder of any mortgage encumbering the Premises, the Building, the Site Building and/or the Complex Lot or any potential purchaser of the Premises, the Building, the Site Building and/or the Complex Lot) (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its respective obligations under the terms of this Lease. In addition, unless and for so long as if at any time Tenant is not a publicly-traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authoritiescompany, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years, provided that (i) in no event shall Landlord request such statements more often than one (1) time per calendar year and (ii) such statements shall be requested by Landlord only in connection with a sale or financing of the Building and/or the Lot. Any non-public financial statements shall be treated as confidential and may be disclosed only (a) as required by administrative, judicial or governmental order or decree, (b) to prospective purchasers and lenders (and their respective accounting, financial and legal advisors) subject to the aforesaid requirements of confidentiality, (c) as may be required by Legal Requirements, or (d) in connection with any litigation between parties. Any such status statement and non-publicly available or financial statement, which shall be certified statement delivered by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, which are delivered either party pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. Recognizing that the parties hereto may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party (the “Non-Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, will promptly furnish to the Requesting Party, addressed to any existing or potential holder of any mortgage encumbering the Premises, the BuildingBuildings, the Site and/or the Complex or any potential purchaser of the Premises, the BuildingBuildings, the Site and/or the Complex (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease; provided, however, that in the event that either party is requested to provide more than one (1) such statement in any twelve (12) month period, the Requesting Party shall be responsible for the payment of all reasonable costs incurred by the Non-Requesting Party in providing such statements, including, without limitation, attorneys’ fees. In addition, unless and for so long as Tenant is not a publicly-traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years. Any such status statement and non-publicly available financial statement, which shall be certified by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, which are delivered pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. Recognizing that the parties hereto Landlord may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party Tenant, within ten (the “Non-Requesting Party”10) on days after the request of the other party (the “Requesting Party”) Landlord made from time to time, will promptly furnish to the Requesting PartyLandlord, addressed to or any existing or potential holder of any mortgage encumbering the Premises, the BuildingBuilding or the Prudential Center, the Site and/or the Complex or any potential purchaser of the Premises, the Building, or the Site and/or the Complex Prudential Center (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease. In addition, unless and for so long as Tenant during any period of time in which Tenant’s financial information is a publicly-traded entity with financial statements that are freely not available to in the public which are certified to the governmental regulatory authoritiesdomain, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years, provided that (i) in no event shall Landlord request such statements more often than one (1) time per calendar year, and (ii) such statements shall be requested by Landlord only in connection with a sale or financing of the Building. Such financial statements shall be treated as confidential and may be disclosed only (i) as required by court order, (ii) to prospective purchasers and lenders and to financial advisors, investment bankers, lawyers and accountants, (iii) as may be required by Legal Requirements, or (iv) in connection with litigation between the parties. Any such status statement and non-publicly available or financial statement, which shall be certified statement delivered by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, which are delivered Tenant pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. (A) Recognizing that the parties hereto each of Landlord and Tenant may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party (the “Non-Non Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, will promptly furnish to the Requesting PartyParty within twenty (20) days after receipt of written request therefor, addressed to any existing or potential holder of any mortgage encumbering the Premises, the Building, the Site and/or the Premises or any Hub Complex Mortgagee or any potential purchaser of the Premises, the Office Building, or the Site and/or the Complex Hub Complex, or a Permitted Transferee (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this LeaseLease customarily included in such statements, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease; provided, however, that in the event that either party is requested to provide more than one (1) such statement in any twelve (12) month period, the Requesting Party shall be responsible for the payment of all reasonable costs incurred by the Non-Requesting Party in providing such statements, including, without limitation, attorneys’ fees. In addition, unless The Requesting Party and any Interested Party shall have the right to rely upon any such status statement provided by the Non-Requesting Party pursuant to the provisions of this Section 16.16. (B) Unless and for so long as Tenant is not a publicly-publicly traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years. ; provided that Landlord agrees that it will deliver a confidentiality agreement to Tenant, in form reasonable acceptable to Tenant, as a condition to its receipt of such financial statements. (C) Any such status statement and non-publicly available financial statement, which shall be certified by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, (which are financial statements shall be certified to Landlord by Tenant’s chief financial officer or by a certified public accountant reasonably satisfactory to Landlord) delivered pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. Recognizing that the parties hereto may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party (the “Non-Non Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, will promptly furnish to the Requesting Party, addressed to any existing or potential holder of any mortgage encumbering the Premises, the BuildingBuildings, the Site and/or the Complex or any potential purchaser of the Premises, the BuildingBuildings, the Site and/or the Complex (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease; provided, however, that in the event that either party is requested to provide more than one (1) such statement in any twelve (12) month period, the Requesting Party shall be responsible for the payment of all reasonable costs incurred by the Non-Requesting Party in providing such statements, including, without limitation, attorneys’ fees. In addition, unless and for so long as Tenant is not a publicly-publicly traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years. Any such status statement and non-non publicly available financial statement, which shall be certified by Tenant’s executives to the same extent as publicly-publicly available financial statements of publicly-publicly traded entities, which are delivered pursuant to this Section 16.16 may be relied upon by any Interested Party.

Status Report and Financial Statements. Recognizing that the parties hereto Landlord may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party Tenant, within fifteen (the “Non-Requesting Party”15) on business days after the request of the other party (the “Requesting Party”) Landlord made from time to time, will promptly within fifteen (15) business days after such request furnish to the Requesting PartyLandlord, addressed to or any existing or potential holder of any mortgage encumbering the Premises, Premises or the Building, the Site and/or the Complex or any potential purchaser of the Premises, Premises or the Building, the Site and/or the Complex Building (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this Lease, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease. In addition, unless and for so long as Tenant is a publicly-traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, upon Landlord’s written request given not more than once in any 12-month period, the most recent audited financial statements of Tenant, Tenant and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord Landlord, or if Tenant does not have its financials audited, Tenant shall provide financial statements certified by the appropriate accounting or finance officer of Tenant, including, but not limited to, a balance sheet, income statement and cash flow statements which financial statements shall include sufficient detail and information for the past three (3) yearsLandlord to assess Tenant’s financial condition. Any such status statement and non-publicly available or financial statement, which shall be certified statement delivered by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, which are delivered Tenant pursuant to this Section 16.16 may be relied upon by any Interested Party. Landlord shall keep any non-public information provided by Tenant pursuant to this Section 16.16 confidential, and shall not disclose the same other than (i) to Landlord’s officers, employees and consultants (or to any of the Interested Parties) or (ii) to the extent required by applicable law or by any administrative, governmental or judicial proceeding.

Status Report and Financial Statements. (A) Recognizing that the parties hereto each of Landlord and Tenant may find it necessary to establish to third parties, such as accountants, banks, potential or existing mortgagees, potential purchasers or the like, the then current status of performance hereunder, each party (the “Non-Non Requesting Party”) on the request of the other party (the “Requesting Party”) made from time to time, will promptly furnish to the Requesting PartyParty within twenty (20) days after receipt of written request therefor, addressed to any existing or potential holder of any mortgage encumbering the Premises, the Building, the Site and/or the Premises or any Hub Complex Mortgagee or any potential purchaser of the Premises, the BuildingOffice Tower, or the Site and/or the Complex Hub Complex, or a Permitted Transferee (each an “Interested Party”) a statement of the status of any reasonable matter pertaining to this LeaseLease customarily included in such statements, including, without limitation, acknowledgments that (or the extent to which) each party is in compliance with its obligations under the terms of this Lease; provided, however, that in the event that either party is requested to provide more than one (1) such statement in any twelve (12) month period, the Requesting Party shall be responsible for the payment of all reasonable costs incurred by the Non-Requesting Party in providing such statements, including, without limitation, attorneys’ fees. In addition, unless The Requesting Party and any Interested Party shall have the right to rely upon any such status statement provided by the Non-Requesting Party pursuant to the provisions of this Section 16.16. (B) Unless and for so long as Tenant is not a publicly-publicly traded entity with financial statements that are freely available to the public which are certified to the governmental regulatory authorities, Tenant shall deliver to Landlord, or any Interested Party designated by Landlord, financial statements of Tenant, and any guarantor of Tenant’s obligations under this Lease, as reasonably requested by Landlord including, but not limited to, financial statements for the past three (3) years. ; provided that Landlord agrees that it will deliver a confidentiality agreement to Tenant, in form reasonable acceptable to Tenant, as a condition to its receipt of such financial statements. (C) Any such status statement and non-publicly available financial statement, which shall be certified by Tenant’s executives to the same extent as publicly-available financial statements of publicly-traded entities, (which are financial statements shall be certified to Landlord by Tenant’s chief financial officer or by a certified public accountant reasonably satisfactory to Landlord) delivered pursuant to this Section 16.16 may be relied upon by any Interested Party.