Tenant Financial Statements Sample Clauses

Tenant Financial Statements. Upon the request of Landlord (which may be made no more often than twice in each calendar year) Tenant shall supply to Landlord copies of all of Tenant’s most recent financial statements then available. Such financial statements shall be provided by Tenant to Landlord within fifteen (15) days after Landlord’s request therefor and shall be kept confidential but may be disclosed to: (i) the extent required by law; and (ii) Landlord’s employees and advisors (e.g. accountants, attorneys etc.) who are similarly bound by such confidentiality, to the extent necessary for Landlord to exercise its rights and fulfill its obligations under this Lease.

Tenant Financial Statements. (a) Subject to subsection (b) below, upon Landlord’s written request, Tenant shall promptly furnish Landlord, from time to time, with Tenant’s financial statements reflecting Tenant’s current financial condition. Landlord shall use all of its reasonable efforts to maintain the confidentiality of such statements provided same may be disclosed to Landlord’s agents, attorneys and accountants and to Landlord’s owners, prospective owners, lenders and prospective lenders, but Landlord shall relay to each recipient such obligation regarding the confidentially of such statements. (b) Notwithstanding subsection (a) above, if Tenant and Landlord are no longer under common control, Tenant shall only be obligated to provide financial data to Landlord upon thirty days following written request from Landlord and that is reasonably necessary to facilitate the financing of all or substantially all of the Building or the sale of the Building, subject to receipt by Tenant of a commercially reasonable confidentiality agreement.

Tenant Financial Statements. Within 120 days after the end of each fiscal year, Tenant shall provide Landlord a copy of the audited financial statements that have been provided to the SEC or, in the event Tenant is no longer required to deliver such financial statements to the SEC, year-end financial statements, including balance sheets and income statements, reflecting Tenant’s current financial condition for such fiscal year that have been audited by a nationally recognized firm of certified public accountants. Tenant represents and warrants that all financial statements, records and information furnished by Tenant to Landlord in connection with this Lease are true, correct and complete in all respects.

Tenant Financial Statements. Upon the written request of Landlord, Tenant shall submit financial statements for its most recent financial reporting period and for the prior Lease Year, which financial statements shall not be consolidated with any parent or affiliate of Tenant, but may be consolidated with any subsidiaries of Tenant. Landlord shall make such request no more than twice during any Lease Year unless required in connection with any sale, transfer or financing of any direct or indirect interest in the Project or in Landlord. All such financial statements shall be certified as true and correct by the responsible officer or partner of Tenant and if Tenant is then in default hereunder, the financial statements shall be certified by an independent certified public accountant. Notwithstanding the foregoing, so long as Tenant’s financial statements are publicly available, the provisions of this Section 30.F. shall not be applicable.

Tenant Financial Statements. For so long as Landlord is an Affiliate of CNL Healthcare Trust, Inc., or its successors, Landlord shall have the right, at Landlord’s sole discretion and expense, to require Tenant to prepare and deliver to Landlord, within sixty (60) days after the end of each Fiscal Year during which a Materiality Threshold Period (as hereinafter defined) occurs, a balance sheet, income statement, statement of owner’s equity, cash flows and footnotes with respect to Tenant audited and certified by an independent certified public accountant who is actively engaged in the practice of his profession and who is acceptable to Landlord. The foregoing financial statements and reports shall be certified to Landlord by such independent certified public accountant that such statements have been properly prepared in accordance with GAAP and are true, correct, and complete in all material respects and fairly present the consolidated financial condition of Tenant at and as of the dates thereof and the results of all of its operations for the period covered thereby. For the purposes hereof, the term “Materiality Threshold Period” shall mean any period of time during the Term during which Tenant, either itself or together with its Affiliates, leases, operates or manages properties owned by Landlord or its Affiliates that, in the aggregate, comprise more than twenty percent (20%) of the total assets of CNL Healthcare Trust, Inc. or its successors, as reasonably determined by Landlord.

Tenant Financial Statements. If Tenant is no longer a publicly traded company, then within ten (10) days of Landlord’s request (but only if Landlord’s request is the result of a request from a prospective purchaser or lender), Tenant shall furnish to Landlord, a copy of its financial statement for Tenant’s fiscal year just ended. Tenant acknowledges that this undertaking is of substantial value to Landlord because Landlord’s rights to such financial statements may affect the availability or cost of Landlord’s financing. The Landlord shall maintain the confidentiality of any such financial statements delivered by the Tenant to the Landlord; provided, however, Landlord may disclose such financial statements to Landlord’s employees, agents, successors, assigns, accountants, attorneys, financial advisors, and actual and potential lenders, investors and purchasers, all in the ordinary course of business provided they sign a commercially reasonable confidentiality agreement. Tenant shall not be required to provide any financial statements that are not typically prepared by Tenant in the ordinary course of its business.

Tenant Financial Statements. (a) Seller agrees that the form of Tenant Estoppel Certificates that Seller is required to request from the Tenants under Section 12 of the Agreement will be modified to include a request (consistent with the applicable paragraph 10.3 of each Lease) for year-end 2004 and year-to-date 2005 financial statements (the “Requested Tenant Financials”) from the tenants with respect to the following Tenant Leases only: (i) Harley Davidson, (ii) Ben & Jerry’s, (iii) Howl at the Moon, (iv) Paesano’s, (v) Swig, and (vi) County Line (collectively, the “ Six Tenants”). (b) Seller and Buyer agree that (i) obtaining the Requested Tenant Financials from the Six Tenants will not be a condition to Closing for Buyer or Seller, and (ii) Seller will not be in default under the Agreement if Seller is unable to obtain all or any of the Requested Tenant Financials from the Six Tenants as of the Closing Date (unless Seller fails to request such information, as required in Paragraph 3(a)) above), and (iii) Seller will have no obligation after the Closing Date to obtain any of the Requested Tenant Financials from the Six Tenants, and (iv) Landlord’s Estoppel Certificates (as defined in the Agreement) will not be required to address any of the Requested Tenant Financials or lack thereof. (c) Buyer hereby waives any right it may otherwise have to terminate the Agreement (i) if any of the Six Tenants (including any Major Tenants as defined in the Agreement) do not provide the Requested Tenant Financials, or (ii) if Buyer’s review of the Requested Tenant Financials reveals something unsatisfactory to Buyer (whether material or not), or (iii) if the failure of any of the Six Tenants to provide the Requested Tenant Financials constitutes a default under that Tenant’s Lease.

Tenant Financial Statements. Manager shall cause to be prepared and delivered to Tenant the financial statements and such other information, budgets, reports and certifications of Tenant required to be delivered by Tenant to Landlord pursuant to Section 23.1(b) of the Lease (other than, for the avoidance of doubt, Sections 23.1(b)(ii) and (iii) of the Lease, it being understood that the required deliveries under Sections 23.1(b)(ii) and (iii) of the Lease are addressed in the next paragraph), on or prior to the date of delivery required by such Section 23.1(b) of the Lease; provided that such financial statements shall be prepared in accordance with GAAP and shall otherwise conform to the requirements of “Financial Statements” as defined in the Lease. With respect to annual financial statements required to be delivered by CEOC and CEC pursuant to Section 23.1(b)(ii) and (iii) of the Lease, respectively (the “Certified Financial Statements”), Manager shall cooperate in all respects with CEOC, CEC and the Designated Accountant in the preparation of and audit of such financial statements to the extent incorporating information regarding the Managed Facility required to be delivered by Manager hereunder, including the delivery by Manager of any financial information generated by Manager pursuant to the terms of this Agreement and reasonably required by CEOC and CEC to prepare and the Designated Accountant to issue its report on such audited financial statements. CEC acknowledges the obligations of Tenant with respect to financial statements and other information of CEC pursuant to Sections 23.1(b)(iii) and 23.2(b) of the Lease and agrees to provide its financial statements and other information in accordance with, and on or before the dates required in, Section 23.1(b)(iii) of the Lease (and to use its commercially reasonable efforts to provide such financial statements and other information to the extent required pursuant to Section 23.2(b) of the Lease and to permit the use of such financial statements and other information as contemplated thereunder (including, without limitation, commercially reasonable efforts in connection with the preparation and delivery of such management representation letters, comfort letters and consents of applicable certified independent auditors to inclusion of their reports in applicable financing disclosure documents, to the extent required to be delivered to Landlord pursuant to Section 23.2(b) of the Lease)).

Tenant Financial Statements. On an annual basis, Tenant hereby agrees to provide to Landlord a copy of its audited financial statements.