OF THE THREE REMAINING QUARTERS UNAUDITED FINANCIAL STATEMENTS AND ALL
OTHER QUARTERLY REPORTS OF TENANT AND THE TENANT GROUP, CERTIFIED BY TENANT'S
CHIEF FINANCIAL OFFICER, AND ALL FILINGS, IF ANY, OF FORM 10-K, FORM 10-Q AND
OTHER REQUIRED FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO
THE PROVISIONS OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, OR ANY OTHER
LAW.
ALL FINANCIAL STATEMENTS SHALL BE PREPARED IN ACCORDANCE WITH GAAP
CONSISTENTLY APPLIED.
ALL ANNUAL FINANCIAL STATEMENTS SHALL BE ACCOMPANIED
(I) BY AN OPINION OF SAID ACCOUNTING FIRM STATING THAT (A) THERE ARE NO
QUALIFICATIONS AS TO THE SCOPE OF THE AUDIT AND (B) THE AUDIT WAS PERFORMED IN
ACCORDANCE WITH GAAP AND (II) BY THE AFFIDAVIT OF THE PRESIDENT OR A VICE
PRESIDENT OF TENANT, DATED WITHIN FIVE (5) DAYS OF THE DELIVERY OF SUCH
STATEMENT, STATING THAT (C) THE AFFIANT KNOWS OF NO EVENT OF DEFAULT, OR EVENT
WHICH, UPON NOTICE OR THE PASSAGE OF TIME OR BOTH, WOULD BECOME AN EVENT OF
DEFAULT WHICH HAS OCCURRED AND IS CONTINUING HEREUNDER OR, IF ANY SUCH EVENT HAS
OCCURRED AND IS CONTINUING, SPECIFYING THE NATURE AND PERIOD OF EXISTENCE
THEREOF AND WHAT ACTION TENANT HAS TAKEN OR PROPOSES TO TAKE WITH RESPECT
THERETO AND (D) EXCEPT AS OTHERWISE SPECIFIED IN SUCH AFFIDAVIT, THAT TENANT HAS
FULFILLED ALL OF ITS OBLIGATIONS UNDER THIS LEASE WHICH ARE REQUIRED TO BE
FULFILLED ON OR PRIOR TO THE DATE OF SUCH AFFIDAVIT.
NOTWITHSTANDING ANY OF THE
FOREGOING TO THE CONTRARY, SO LONG AS THE GUARANTOR OF THIS LEASE IS A PUBLIC
COMPANY AND THE CONSOLIDATED QUARTERLY AND ANNUAL FINANCIALS OF GUARANTOR (WHICH
MUST INCLUDE TENANT AS A PART OF THE TENANT GROUP) WHICH TENANT WOULD BE
OTHERWISE REQUIRED TO CAUSE TO BE DELIVERED HEREINABOVE ARE AVAILABLE TO
LANDLORD VIA EDGAR OR OTHER ONLINE SERVICE AT NO MATERIAL COST TO LANDLORD, THEN
LANDLORD AGREES THAT IT SHALL OBTAIN SUCH QUARTERLY AND ANNUAL FINANCIALS
THROUGH SUCH SERVICE AND NEITHER TENANT NOR GUARANTOR SHALL BE REQUIRED TO MAKE
THE PHYSICAL DELIVERIES REQUIRED HEREINABOVE.
IN THE EVENT THAT LANDLORD (OR
ANY DIRECT OR INDIRECT PARENT COMPANY) IS REQUIRED TO DISCLOSE TENANT'S OR
GUARANTOR'S FINANCIAL STATEMENTS, AS THE CASE MAY BE (IN WHOLE OR IN SUMMARY
FORM), IN ORDER TO COMPLY WITH ITS PUBLIC FILING AND DISCLOSURE REQUIREMENTS
UNDER THE RULES OR REGULATIONS PROMULGATED BY THE SECURITIES & EXCHANGE
COMMISSION ("SEC"), THEN TENANT OR GUARANTOR, AS THE CASE MAY BE, SHALL CAUSE
THE CERTIFIED PUBLIC ACCOUNTANTS THAT AUDITED ITS FINANCIAL STATEMENTS TO
PROVIDE LANDLORD WITH WRITTEN
52
CONSENT TO ALLOW SUCH AUDITOR'S REPORT TO BE DISCLOSED AND/OR INCORPORATED BY
REFERENCE INTO LANDLORD'S OR ITS ULTIMATE PARENT COMPANY'S SEC FILINGS.
29.
Determination of Value.
(A)
WHENEVER A DETERMINATION OF FMRV IS REQUIRED
PURSUANT TO ANY PROVISION OF THIS LEASE, SAME SHALL BE DETERMINED IN ACCORDANCE
WITH THE FOLLOWING PROCEDURE:
(I)
LANDLORD AND TENANT SHALL ENDEAVOR TO
AGREE UPON THE FMRV NOT LATER THAN SIX (6) MONTHS PRIOR TO THE EXPIRATION DATE
OF THE CURRENT TERM AND IN