|FORTERRA, INC. filed this Form 8-K on 06/11/2018|
(a) Promptly, and in any event within the greater of (i) one hundred thirty (130) days, after the end of each calendar year, or (ii) to the extent the same are required to be filed with the SEC, five (5) business days after annual audited financial statements are filed with the SEC (as hereinafter defined), (y) audited statements of the financial position of Tenant, or, if Tenant does not prepare audited statements, of Guarantor, as of the end of each such calendar year, including a balance sheet and statement of profits and losses, expenses and retained earnings, changes in financial position and cash flows for such calendar year (but only to the extent such financial statements or reports are not contained in any required filings with the SEC), which statements shall be duly certified by an officer of Tenant or Guarantor, as applicable, to fairly represent the financial condition of Tenant or Guarantor, as applicable, as of the date thereof, prepared by Tenant or Guarantor, as applicable, in accordance with GAAP, and accompanied by a statement of a nationally recognized accounting firm acceptable to Landlord in its sole discretion that such financial statements present fairly, in all material respects, the financial condition of Tenant or Guarantor, as applicable, as of the end of the calendar year being reported on and that the results of the operations and cash flows for such year were prepared, and are being reported on, in conformity with GAAP, and (z) unaudited EBITDA for such calendar year along with an unaudited report of the revenues derived from the operations of each individual Demised Property for such calendar year; and
(b) Tenant shall also furnish to Landlord (i) within forty-five (45) days after the end of each of the three remaining quarters, unaudited financial statements, certified by an officer of Tenant or Guarantor, as applicable, to fairly represent the financial condition of Tenant or Guarantor, as applicable, as of the date thereof, prepared in accordance with GAAP, but only to the extent any such financial statement or reports are not contained in any required filings with the Securities and Exchange Commission (“SEC”), and all filings, if any, of Form 10-K, Form 10-Q and other required filings with the SEC pursuant to the provisions of the Securities Exchange Act of 1934, as amended, or any other Law and (ii) within ten (10) days following receipt of Landlord’s reasonable request any other property level information regarding one or more of the Demised Properties that Tenant or Guarantor is required to prepare and provide in connection with any credit facility for Tenant, Guarantor or any of their Affiliates, or to any public shareholder or to the SEC, but only to the extent such information is not contained in any public filing filed therewith.
Section 13.02 Litigation. Tenant shall deliver prompt written notice to Landlord of any litigation or governmental proceedings pending or threatened against Tenant that might materially adversely affect the condition of Tenant or Guarantor or the business or operations at any Demised Property.
Section 15.01 Events Of Default. Subject to the terms of this Article, the occurrence of any of the following shall constitute an event of default by Tenant under this Lease (“Event of Default”):
(a) Nonpayment of Base Rent. Failure to pay any installment of Base Rent on or before the date when due; provided, that Tenant shall have a five (5) Business Day grace period for payment of one installment of Base Rent twice in any twelve (12) month period during the Lease Term.
(b) Nonpayment of Additional Rent. Failure to pay any amount of Additional Rent on or before the date when due and such failure continuing for five (5) Business Days after Tenant receives notice of such failure.
-21- A&R MASTER LAND AND BUILDING LEASE