BY BORROWER DURING THE PRECEDING MONTH.
(K)
BORROWER SHALL AND SHALL CAUSE GUARANTOR TO FURNISH TO LENDER
ANNUALLY, WITHIN THIRTY (30) DAYS OF FILING ITS RESPECTIVE TAX RETURN, A COPY OF
SUCH TAX RETURN AND WITHIN ONE HUNDRED TWENTY (120) DAYS AFTER THE END OF EACH
FISCAL YEAR OR IN LIEU THEREOF DELIVER ANNUAL FINANCIAL STATEMENTS OF GUARANTOR
PREPARED IN ACCORDANCE WITH GAAP WHICH ARE AUDITED BY A NATIONALLY RECOGNIZED
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT THAT IS REASONABLY ACCEPTABLE TO LENDER.
(L)
BORROWER SHALL SUBMIT TO LENDER FOR LENDER'S WRITTEN APPROVAL AN
ANNUAL BUDGET NOT LATER THAN FIFTEEN (15) DAYS PRIOR TO THE COMMENCEMENT OF EACH
FISCAL YEAR, IN FORM REASONABLY SATISFACTORY TO LENDER SETTING FORTH IN
REASONABLE DETAIL BUDGETED MONTHLY OPERATING INCOME AND MONTHLY OPERATING
CAPITAL AND OTHER EXPENSES FOR THE PROPERTY.
EACH ANNUAL BUDGET SHALL CONTAIN,
AMONG OTHER THINGS, MANAGEMENT FEES, THIRD PARTY SERVICE FEES, AND OTHER
EXPENSES AS BORROWER MAY REASONABLY DETERMINE.
LENDER SHALL HAVE THE RIGHT TO
APPROVE SUCH ANNUAL BUDGET WHICH APPROVAL SHALL NOT BE UNREASONABLY WITHHELD,
AND IN THE EVENT THAT LENDER OBJECTS TO THE PROPOSED ANNUAL BUDGET SUBMITTED BY
BORROWER, LENDER SHALL ADVISE BORROWER OF SUCH OBJECTIONS WITHIN FIFTEEN (15)
DAYS AFTER RECEIPT THEREOF (AND DELIVER TO BORROWER A REASONABLY DETAILED
DESCRIPTION OF SUCH OBJECTIONS) AND BORROWER SHALL, WITHIN TEN (10) DAYS AFTER
RECEIPT OF NOTICE OF ANY SUCH OBJECTIONS, REVISE SUCH ANNUAL BUDGET AND RESUBMIT
THE SAME TO LENDER.
LENDER SHALL ADVISE BORROWER OF ANY OBJECTIONS TO SUCH
REVISED ANNUAL BUDGET WITHIN TEN (10)
48
DAYS AFTER RECEIPT THEREOF (AND DELIVER TO BORROWER A REASONABLY DETAILED
DESCRIPTION OF SUCH OBJECTIONS) AND BORROWER SHALL REVISE THE SAME IN ACCORDANCE
WITH THE PROCESS DESCRIBED HEREIN UNTIL LENDER APPROVES AN ANNUAL BUDGET,
PROVIDED, HOWEVER, THAT IF LENDER SHALL NOT ADVISE BORROWER OF ITS OBJECTIONS TO
ANY PROPOSED ANNUAL BUDGET WITHIN THE APPLICABLE TIME PERIOD SET FORTH IN THIS
SECTION, THEN SUCH PROPOSED ANNUAL BUDGET SHALL BE DEEMED APPROVED BY LENDER.
UNTIL SUCH TIME THAT LENDER APPROVES A PROPOSED ANNUAL BUDGET, THE MOST RECENTLY
APPROVED ANNUAL BUDGET SHALL APPLY; PROVIDED THAT, SUCH APPROVED ANNUAL BUDGET
SHALL BE ADJUSTED TO REFLECT ACTUAL INCREASES IN BASIC CARRYING COSTS AND
UTILITIES EXPENSES AND TO DELETE ANY NON-RECURRING EXPENSES.
IN THE EVENT THAT
BORROWER MUST INCUR AN EXTRAORDINARY EXPENSE OF THE TYPE DESCRIBED IN CLAUSE (A)
OF THE DEFINITION OF EXTRAORDINARY EXPENSE, THEN BORROWER SHALL PROMPTLY DELIVER
TO LENDER A REASONABLY DETAILED EXPLANATION OF SUCH PROPOSED EXTRAORDINARY
EXPENSE FOR LENDER'S APPROVAL, WHICH APPROVAL MAY BE GRANTED OR DENIED IN
LENDER'S SOLE AND ABSOLUTE DISCRETION.
(M)
IN THE EVENT THAT BORROWER FAILS TO DELIVER ANY OF THE FINANCIAL
STATEMENTS, REPORTS OR OTHER INFORMATION REQUIRED TO BE DELIVERED TO LENDER
PURSUANT TO THIS SECTION 2.09 ON OR PRIOR TO THEIR DUE DATES, IF ANY SUCH
FAILURE SHALL CONTINUE FOR TEN (10) DAYS FOLLOWING NOTICE THEREOF FROM LENDER,
BORROWER SHALL PAY TO LENDER ON EACH PAYMENT DATE FOR EACH MONTH OR PORTION
THEREOF THAT ANY SUCH FINANCIAL STATEMENTS, REPORTS OR OTHER INFORMATION REMAINS