QUARTERLY OPERATING STATEMENTS DESCRIBED
ABOVE; (C) AN ANNUAL BALANCE SHEET AND PROFIT AND LOSS STATEMENT FOR BORROWER;
AND (D) A STATEMENT OF CHANGE OF FINANCIAL POSITION OF BORROWER, SETTING FORTH
IN COMPARATIVE FORM THE FIGURES FOR THE PREVIOUS FISCAL YEAR;
(IV)
AS SOON AS AVAILABLE, BUT IN ANY EVENT AT
LEAST THIRTY (30) DAYS PRIOR TO THE START OF EACH CALENDAR YEAR, AN ANNUAL
OPERATING BUDGET FOR THE PROPERTY PRESENTED ON A MONTHLY BASIS CONSISTENT WITH
THE INFORMATION REQUIRED IN THE QUARTERLY OPERATING STATEMENT DESCRIBED ABOVE
WHICH BUDGET SHALL BE DELIVERED TO LENDER, BUT SHALL NOT BE SUBJECT TO LENDER'S
PRIOR APPROVAL, UNLESS A TRIGGER EVENT SHALL HAVE OCCURRED (THE "APPROVED
BUDGET");
(V)
UPON LENDER'S REQUEST, MONTHLY RENT ROLL AND
OPERATING STATEMENTS FOR THE PROPERTY; AND
(VI)
SUCH OTHER FINANCIAL INFORMATION OR PROPERTY
MANAGEMENT INFORMATION (INCLUDING, WITHOUT LIMITATION, COPIES OF BORROWER'S
STATE AND FEDERAL TAX RETURNS, INFORMATION ON TENANTS UNDER LEASES TO THE EXTENT
SUCH INFORMATION IS AVAILABLE TO BORROWER, AND AN ACCOUNTING OF SECURITY
DEPOSITS) AS MAY REASONABLY BE REQUIRED BY LENDER FROM TIME TO TIME.
(B)
LENDER AUDIT RIGHTS.
LENDER AND ITS AGENTS
HAVE THE RIGHT, UPON PRIOR WRITTEN NOTICE TO BORROWER (NOTICE TO BE GIVEN UNLESS
AN EVENT OF DEFAULT EXISTS), TO EXAMINE THE RECORDS, BOOKS AND OTHER PAPERS
WHICH REFLECT UPON BORROWER'S FINANCIAL CONDITION OR PERTAIN TO THE INCOME,
EXPENSE AND MANAGEMENT OF THE PROPERTY AND TO MAKE COPIES AND ABSTRACTS FROM
SUCH MATERIALS.
LENDER ALSO SHALL HAVE THE RIGHT, FROM TIME TO TIME (BUT, IN
THE ABSENCE OF AN EVENT OF DEFAULT EXISTING, NOT MORE THAN ANNUALLY) AND UPON
PRIOR NOTICE TO BORROWER (NOTICE TO BE GIVEN UNLESS AN EVENT OF DEFAULT EXISTS),
TO HAVE AN INDEPENDENT AUDIT CONDUCTED OF ANY OF BORROWER'S FINANCIAL
INFORMATION.
LENDER SHALL PAY THE COST OF SUCH AUDIT UNLESS LENDER PERFORMED
THE AUDIT FOLLOWING THE OCCURRENCE OF AN EVENT OF DEFAULT, IN WHICH CASE (AND IN
ADDITION TO LENDER'S OTHER REMEDIES) BORROWER SHALL PAY THE COST INCURRED BY
LENDER WITH RESPECT TO SUCH AUDIT UPON LENDER'S DEMAND.
UPON BORROWER'S FAILURE
TO PAY SUCH AMOUNTS, AND IN ADDITION TO LENDER'S REMEDIES FOR BORROWER'S FAILURE
TO PERFORM, THE UNPAID AMOUNTS SHALL BE
58
ADDED TO PRINCIPAL, SHALL BEAR INTEREST AT THE DEFAULT RATE UNTIL PAID IN FULL,
AND PAYMENT OF SUCH AMOUNTS SHALL BE SECURED BY THE SECURITY INSTRUMENT AND
OTHER COLLATERAL GIVEN TO SECURE THE LOAN.
(C)
FINANCIAL REPORTS FROM GUARANTORS AND SPE
EQUITY OWNER.
BORROWER SHALL CAUSE EACH GUARANTOR AND, AT LENDER'S REQUEST, THE
SPE EQUITY OWNER, TO PROVIDE TO LENDER (I) WITHIN NINETY (90) DAYS AFTER THE
CLOSE OF SUCH PARTY'S FISCAL YEAR, SUCH PARTY'S BALANCE SHEET AND PROFIT AND
LOSS STATEMENT (OR IF SUCH PARTY IS AN INDIVIDUAL, WITHIN NINETY (90) DAYS AFTER
THE CLOSE OF EACH CALENDAR YEAR, SUCH PARTY'S PERSONAL FINANCIAL STATEMENTS) IN
FORM REASONABLY SATISFACTORY TO LENDER AND CERTIFIED BY SUCH PARTY TO BE
ACCURATE AND COMPLETE; AND (II) SUCH ADDITIONAL FINANCIAL INFORMATION
(INCLUDING, WITHOUT LIMITATION, COPIES OF STATE AND FEDERAL TAX RETURNS) AS