Common use of TENANT’S FINANCIAL STATEMENTS Clause in Contracts

TENANT’S FINANCIAL STATEMENTS. Subject to the terms of this Section 13.7, Tenant shall provide to Landlord (a) the balance sheet of Tenant and each Predecessor Tenant (if any) in either case dated as of the last day of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), (b) the income statement of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be prepared in accordance with generally accepted accounting principles, consistently applied. Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (ii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (iii) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain the confidentiality of Tenant’s Statements, (iv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (v) to the extent required by law, (vi) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission.

TENANT’S FINANCIAL STATEMENTS. Subject 8.4.1 Tenant agrees that Landlord is hereby authorized to request a credit report on Tenant at any time and from time to time subsequent to the terms Reference Date from any third party. 8.4.2 Upon default under this Lease by Tenant, or upon any request by Tenant for Landlord's approval of this Section 13.7an Assignment or Sublease pursuant to Article 5 above, or upon request of Landlord made not more than once during any Computation Year for any reason whatsoever, Tenant agrees to promptly provide Landlord with a full, true and correct current audited annual financial statement (certified by Tenant's regular certified public accountant) or, if a current annual audited financial statement should not be available, a full, true and correct current unaudited annual financial statement (certified by the chief financial officer of Tenant), covering the financial condition of Tenant, the same to be accompanied by all financial statements of any kind issued by Tenant to any bank or other financial institution or credit reporting service at any time during the twelve (12) months next immediately preceding the date of said current financial statement. 8.4.3 Within ten (10) days after Landlord's written request, Tenant shall provide deliver to Landlord, or to any actual or prospective Holder that Landlord designates, such the most recent quarterly financial statements as are available to verify the financial condition of Tenant, or any Transferee or guarantor of Tenant, to facilitate the financing or refinancing of the Building or Project, or the creation, extension or renewal of any underlying or ground lease affecting the Project. 8.4.4 Tenant represents and warrants to Landlord (a) and such Holder that each financial statement delivered by Tenant is or shall be, as the balance sheet case may be, accurate in all material respects to the best of Tenant and each Predecessor Tenant (if any) in either case dated Tenant's actual knowledge as of the last day date of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), (b) the income statement of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be prepared in accordance with generally accepted accounting principles, consistently appliedstatement. Landlord (and any party to whom such statements are furnished) shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that hold such Persons will maintain the confidentiality of Tenant’s Statements, (ii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (iii) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain the confidentiality of Tenant’s Statements, (iv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (v) to the extent required by law, (vi) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord statements as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commissionconfidential.

TENANT’S FINANCIAL STATEMENTS. Subject to During the terms of this Section 13.7Term, Tenant shall provide to Landlord with current financial statements as follows: (ai) the balance sheet of Tenant and each Predecessor Tenant Within sixty (if any60) in either case dated as days of the last day end of each the first three fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), (b) the income statement of Tenant quarters and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the within one hundred twentieth twenty (120th120) day after days of the last day end of each such fiscal year the fourth (4th) quarter, Tenant’s unaudited profit and loss statement together with a certification from Tenant’s Chief Financial Officer that such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be have been prepared in accordance with generally accepted accounting principles, consistently applied. Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital principles Amended and Restated Master Lease - Par Petroleum - 22 Property 10978268v3 34 and consistent with what Tenant provided to Landlord or Landlord’s Affiliates and that provide Landlord in the diligence data room in connection with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, entry into this Lease prior to entering into this Lease; (ii) Except to Persons that purchase the extent publicly available, within one hundred twenty (120) days of the end of each fiscal year, Par Pacific Holdings, Inc. profit and loss statement, balance sheet, statement of changes in financial position, and notes to the financial statements as reviewed or that propose to purchase) the Real Property audited by an independent certified public accountant or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, accounting firm; and (iii) to Lessors Within one hundred twenty (or prospective Lessors120) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain days of the confidentiality end of each fiscal year, Tenant’s Statementsunaudited detailed profit and loss statements for the retail sales operations located upon each of the Premises in separate statements for each Premises which statements shall include all “Gross Sales.” The term “Gross Sales” as used herein shall mean the gross amount received by Tenant, its subtenants, licensees, and/or concessionaires, in cash and in credit (ivregardless of whether payment is actually collected) or trade-ins from all sales of merchandise and services, and income from all other sources of business conducted on or in each of the Premises, but only to Persons the extent Tenant is able to obtain such information from its subtenants, licensees and/or concessionaires. In the event the Premises is subleased during the term, Tenant shall use good faith efforts to have such subtenant timely comply with the reporting obligations of Subsection (iii) above, but in no event shall subtenant’s failure to comply be a default hereunder. Landlord acknowledges that provide professional services the financial information (“Information”) provided by Tenant pursuant to this Article 23 is for Landlord’s informational purposes only. Subject to the terms and conditions contained herein, Landlord shall hold as confidential all Information and shall not release any Information to third parties without Tenant’s prior written consent, except (such as1) for, for exampleto the extent they have a need to know, Landlord’s attorneys directors, officers, employees, affiliates, attorneys, accountants, auditors, financial or legal consultants or advisors, others providing professional services, lenders, investors or prospective purchasers of Landlord or the Premises and accountantssuch parties have entered into binding agreements to hold the Information as confidential, or (2) and that provide Landlord as may be required to comply with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statementsregulatory requirements (e.g., (v) to the extent required by law, (vi) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission.), or pursuant to a court order requiring such release or as otherwise may be required by law or legal process based on the opinion of Landlord’s counsel. Landlord shall provide Tenant notice prior to any required disclosure of any part of the Information so that Tenant may seek a protective order or take other action to prevent such disclosure. Amended and Restated Master Lease - Par Petroleum - 22 Property 10978268v3 35

TENANT’S FINANCIAL STATEMENTS. Subject For so long as Tenant is a publicly-traded entity and timely files its financial statements with the Securities and Exchange Commission under and with Forms 10Q and 10K, Tenant shall have no obligation to deliver financial statements to Landlord. In the terms event that Tenant ceases to be a publicly-traded entity for reporting purposes, Tenant shall deliver to Landlord, or any interested party designated by Landlord (an “Interested Party”), upon Landlord’s written request given not more than once in any 12-month period (other than in connection with a financing or refinancing of this Section 13.7the Property, a sale of the Property, a recapitalization, or following an Event of Default), Tenant’s most recent audited financial statements of Tenant and Tenant’s most recent unaudited quarterly financial statements, 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 Landlord to Landlord assess Tenant’s financial condition. Such financial statements may, as requested by Landlord, include financial statements for the past three (a3) the balance sheet of Tenant and each Predecessor Tenant years (if any) in either case dated as of the last day of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Termavailable), (b) the income and any such status statement of and/or financial statement delivered by Tenant pursuant to this Section 16.12 may be relied upon by any Interested Party. Landlord and each Predecessor any Interested Party to whom Tenant (if any) for each directly provides such fiscal year that occurs, in whole or in part, during the Terminformation shall keep any non-public information provided by Tenant pursuant to this Section 16.12 confidential, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be prepared in accordance with generally accepted accounting principles, consistently applied. Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements the same other than (i) on a need to Persons that provide know basis to Landlord and its investors and lenders, and their respective officers, employees and consultants (or that propose to provideany other Interested Parties), directly or indirectly, debt or equity capital all of whom shall be instructed to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that keep such Persons will maintain the confidentiality of Tenant’s Statementsinformation confidential, (ii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (iii) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain the confidentiality of Tenant’s Statements, (iv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (v) to the extent required by lawApplicable Laws or by any administrative, governmental or judicial proceeding, or (viiii) to the extent reasonably required by in connection with a dispute between Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission.

TENANT’S FINANCIAL STATEMENTS. Subject to the terms of this Section 13.7, Tenant shall provide to Landlord Landlord, upon Landlord’s request, (a) the balance sheet of Tenant and each Predecessor Tenant (if any) in either case dated as of the last day of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), (b) the income statement of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be prepared in accordance with generally accepted accounting principles, consistently applied. Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (ii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (iii) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain the confidentiality of Tenant’s Statements, (iv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (v) to the extent required by law, (vi) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission.

TENANT’S FINANCIAL STATEMENTS. Subject Upon request from time to time, Tenaxx xxxees to provide to Landlord, within ten (10) days of written request, current financial statements for Tenant, dated no earlier than one (1) year prior to such request, certified as accurate by Tenant or, if available, audited financial statements prepared by an independent certified public accountant with copies of the auditor’s statement. If any Guaranty is executed in connection with this Lease, Tenaxx xxxo agrees to deliver to Landlord, within ten (10) days of written request, current financial statements of the Guarantor in a form consistent with the above criteria. All such financial statements will be delivered to Landlord and any such lender or purchaser in confidence and shall only be used for purposes of evaluating the financial strength of Tenant or of Guarantor, as applicable. Notwithstanding the foregoing, Tenant’s or Guarantor’s obligations to deliver financial statements to Landlord as set forth herein, shall not be applicable, so long as the entity for which financials are being requested is publicly traded. In clarification of the foregoing with respect to Tenaxx'x xbligation to deliver financials for the Tenant entity, Landlord confirms and agrees that if Landxxxx xxxes a written request for Tenaxx'x xinancials in accordance with the terms hereof, and at the time of such request, no financials for Tenant are prepared in the ordinary course and there are no publicly available financials for Tenant, then Tenant may satisfy its obligation to deliver to Landlord financials by delivering to Landlord written confirmation certified by Tenaxx’x Chief Financial Officer stating that (a) no Tenant financials are prepared or available as referenced above, (b) there has occurred no material adverse change in the financial condition of Tenant, and (c) Tenant then has sufficient financial strength and resources to perform the obligations of Tenant under the Lease. Tenaxx xxxfirms that as of the date hereof, Landlord may access true, correct and complete, consolidated financial statements for Tenant through Tenant's website at xxx.xxxxxxxxx.xxxxx.xxx/xxxxxxxxxxxxxxxxxxxx/xxx-xxxxxxx. Notwithstanding anything to the contrary contained herein, so long as the consolidated financial statements for Tenant continue to be publicly available on the website referenced above or are otherwise publicly available and fully accessible on the Securities and Exchange Commission website, then Tenant shall not be obligated to deliver financial statements to Landlord pursuant to the terms of this Section 13.7, Tenant shall provide to Landlord (a) the balance sheet of Tenant and each Predecessor Tenant (if any) in either case dated as of the last day of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), (b) the income statement of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Statements to be prepared in accordance with generally accepted accounting principles, consistently applied. Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (ii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (iii) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will maintain the confidentiality of Tenant’s Statements, (iv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will maintain the confidentiality of Tenant’s Statements, (v) to the extent required by law, (vi) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (vii) to the extent that Tenant’s Statements are otherwise available to the general public. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission19.28.

TENANT’S FINANCIAL STATEMENTS. Subject to the terms of this Section 13.713.9, Tenant shall provide to Landlord (a) the balance sheet of Tenant and each Predecessor Tenant (if any) in either case dated as of the last day of each fiscal year (to the extent that the last day of each such fiscal year occurs during the Term), and (b) the income statement of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, and (c) the statement of changes in financial condition of Tenant and each Predecessor Tenant (if any) for each such fiscal year that occurs, in whole or in part, during the Term, in each case on or prior to the one hundred twentieth (120th) day after the last day of each such fiscal year (such financial statements being collectively referred to herein as “Tenant’s Statements”). Tenant shall cause Tenant Tenant’s Statements to be prepared in accordance with generally accepted accounting principlesGAAP, consistently appliedand to be accompanied by an unqualified opinion of a certified public accountant. For a period of one (1) year after Tenant gives to Landlord a particular Tenant’s Statement, Landlord shall not disclose Tenant’s Statements to any third party, except that Landlord may disclose Tenant’s Statements (i) to Persons who are directors, members, partners, trustees, employees, agents or advisors to Landlord or Landlord’s Affiliates and who have been directed to maintain the confidentiality of Tenant’s Statements in accordance with the terms hereof, (ii) to Persons that provide (or that propose to provide), directly or indirectly, debt or equity capital to Landlord or Landlord’s Affiliates and that provide Landlord with reasonable assurances that such Persons will have been directed to maintain the confidentiality of Tenant’s StatementsStatements in accordance with the terms hereof, (iiiii) to Persons that purchase (or that propose to purchase) the Real Property or any portion thereof and that provide Landlord with reasonable assurances that such Persons will have been directed to maintain the confidentiality of Tenant’s StatementsStatements in accordance with the terms hereof, (iiiiv) to Lessors (or prospective Lessors) that provide Landlord with reasonable assurances that such Lessors (or prospective Lessors) will have been directed to maintain the confidentiality of Tenant’s StatementsStatements in accordance with the terms hereof, (ivv) to Persons that provide professional services for Landlord (such as, for example, Landlord’s attorneys and accountants) and that provide Landlord with reasonable assurances that such Persons will have been directed to maintain the confidentiality of Tenant’s StatementsStatements in accordance with the terms hereof, (vvi) to the extent required by law, rule, regulation or requirement of a stock exchange, rating agency or regulator or in connection with any legal or regulatory proceeding, (vivii) to the extent reasonably required by Landlord in enforcing Landlord’s rights hereunder, and (viiviii) to the extent that Tenant’s Statements are otherwise available to the general public, are already in Landlord’s possession (having been provided by a source other than Tenant), or come into Landlord’s possession from a source other than Tenant who is not known by Landlord to be bound by a confidentiality obligation to Tenant with respect thereto. Tenant shall not have any obligation to provide Tenant’s Statements to Landlord as provided in this Section 13.7 13.9 during the period that (x) the stock of Tenant is publicly traded on a recognized stock exchange, and (y) Tenant’s Statements are available to the general public under filings that Tenant makes with the Securities and Exchange Commission.