Common use of Tenant Financial Statements Clause in Contracts

Tenant Financial Statements. For so long as Landlord is an Affiliate of CNL Lifestyle Properties, Inc., or its successors, Landlord shall have the right, at Landlord’s sole discretion, 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 (which financial statements may be presented on a consolidated basis with Parent so long as such financial statements satisfy Landlord’s requirement of Tenant to provide audited financial statements of “Significant Tenant” pursuant to the terms of SEC Staff Accounting Bulletin No. 71). 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 Lifestyle Properties, Inc., or its successors, as reasonably determined by Landlord.

Tenant Financial Statements. For so long as Landlord is an Affiliate of CNL Lifestyle Properties, Inc., or its successors, Landlord shall have the right, at Landlord’s sole discretion, 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 (which financial statements may be presented on a consolidated basis with Parent so long as such financial statements satisfy Landlord’s requirement of Tenant to provide audited financial statements of “Significant Tenant” pursuant to the terms of SEC Staff Accounting Bulletin No. 71). 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 Lifestyle Properties, Inc., or its successors, as reasonably determined by Landlord. To the extent any provisions of this Article 17 shall conflict with any provisions regarding financial and operational reporting requirements, business plans, operating accounts, operating budgets and/or books and records requirements set forth in the ForeGolf Management Agreement, the parties hereto hereby acknowledge and agree that the express provisions set forth in the ForeGolf Management Agreement with respect to same shall control. The Annual Operations Budget (as defined in the ForeGolf Management Agreement) provided by ForeGolf Manager pursuant to Section 4.2 of the ForeGolf Management Agreement shall be deemed to satisfy Tenant’s obligations to provide the annual operations budget pursuant to Section 17.5 hereof.

Tenant Financial Statements. For so long as Landlord is an Affiliate of CNL Lifestyle Properties, Inc., or its successors, Landlord shall have the right, at Landlord’s sole discretion, to require Tenant to prepare and deliver to Landlord, within sixty (60) Within 120 days after the end of each Fiscal Year during which a Materiality Threshold Period (as hereinafter defined) occursfiscal year, Tenant shall provide Landlord, upon Landlord’s written request, a balance sheetcopy of the audited financial statements that have been provided to the US Securities and Exchange Commission (“SEC”) or, 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 event Tenant is acceptable no longer required to Landlord (which financial statements may be presented on a consolidated basis with Parent so long as deliver such financial statements satisfy Landlord’s requirement of Tenant to provide audited financial statements of “Significant Tenant” pursuant to the terms of SEC Staff Accounting Bulletin No. 71). The foregoing SEC, year-end financial statements statements, including balance sheets and reports shall be certified to Landlord by income statements, reflecting Tenant’s current financial condition for such independent certified public accountant fiscal year that such statements have been properly prepared in accordance with U.S. GAAP and are trueaudited by a nationally or regionally recognized firm of certified public accountants. In the event Tenant is no longer required to deliver such financial statements to the SEC, correctTenant will represent and warrant at the time it provides any financial statements, records or information pursuant hereto that all financial statements, records and complete information furnished by Tenant to Landlord in all material respects connection with this Lease were prepared in accordance with U.S. GAAP and fairly present comply with the consolidated financial condition requirements of Tenant at and Rule 10(b)-5 under the Securities Exchange Act of 1934, as of the dates thereof and the results of all of its operations for the period covered therebyamended. 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 thatFurthermore, in the aggregateevent that Tenant is no longer required to deliver such financial statements to the SEC, comprise more than twenty percent Tenant agrees that it shall promptly furnish to Landlord, from time to time upon Landlord’s written request, the most recent audited year-end financial statements reflecting Tenant’s current financial condition. For purposes of clarification, so long as Tenant has filed such financial statements with the SEC within the time periods set forth above via the publicly available XXXXX filing system (20%) of the total assets of CNL Lifestyle Propertiesor any successor publicly available filing system), Inc., or its successors, as reasonably determined by LandlordTenant shall not be required to separately deliver such financial statements to Landlord pursuant to this Section 26.3.

Tenant Financial Statements. For so long as Landlord (a) Seller agrees that the form of Tenant Estoppel Certificates that Seller is an Affiliate required to request from the Tenants under Section 12 of CNL Lifestyle Properties, Inc., or its successors, Landlord shall have the right, at Landlord’s sole discretion, Agreement will be modified to require Tenant to prepare and deliver to Landlord, within sixty include a request (60) days after consistent with the end applicable paragraph 10.3 of each Fiscal Year during which a Materiality Threshold Period Lease) for year-end 2004 and year-to-date 2005 financial statements (as hereinafter definedthe “Requested Tenant Financials”) occurs, a balance sheet, income statement, statement of owner’s equity, cash flows and footnotes from the tenants with respect to the following Tenant audited and certified by an independent certified public accountant who is actively engaged in Leases only: (i) Harley Davidson, (ii) Ben & Jerry’s, (iii) Howl at the practice of his profession and who is acceptable to Landlord Moon, (which financial statements may be presented on a consolidated basis with Parent so long as such financial statements satisfy Landlord’s requirement of Tenant to provide audited financial statements of “Significant Tenant” pursuant to the terms of SEC Staff Accounting Bulletin No. 71). 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 trueiv) Paesano’s, correct(v) Swig, and complete (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 material respects and fairly present or any of the consolidated financial condition of Requested Tenant at and Financials from the Six Tenants as of the dates thereof 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 results Closing Date to obtain any of all of its operations for the period covered thereby. For Requested Tenant Financials from the purposes hereofSix Tenants, 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, and (iv) Landlord’s Estoppel Certificates (as defined in the aggregate, comprise more than twenty percent (20%Agreement) will not be required to address any of the total assets Requested Tenant Financials or lack thereof. (c) Buyer hereby waives any right it may otherwise have to terminate the Agreement (i) if any of CNL Lifestyle Properties, Inc.the Six Tenants (including any Major Tenants as defined in the Agreement) do not provide the Requested Tenant Financials, or its successors(ii) if Buyer’s review of the Requested Tenant Financials reveals something unsatisfactory to Buyer (whether material or not), as reasonably determined by Landlordor (iii) if the failure of any of the Six Tenants to provide the Requested Tenant Financials constitutes a default under that Tenant’s Lease.