THE CLOSE OF EACH FISCAL QUARTER, FOR THE BORROWER AND ITS SUBSIDIARIES,
RELATED REPORTS IN FORM AND SUBSTANCE SATISFACTORY TO THE LENDERS, ALL CERTIFIED
BY BORROWER'S CHIEF FINANCIAL OFFICER OR CHIEF ACCOUNTING OFFICER, INCLUDING A
STATEMENT OF FUNDS FROM OPERATIONS, A DESCRIPTION OF UNENCUMBERED ASSETS, A
LISTING OF CAPITAL EXPENDITURES (IN THE LEVEL OF DETAIL AS DISCLOSED IN
BORROWER'S MOST RECENT FORM 10Q), A REPORT LISTING AND DESCRIBING ALL NEWLY
ACQUIRED PROPERTIES, INCLUDING THEIR CASH FLOW, COST AND SECURED OR UNSECURED
INDEBTEDNESS ASSUMED IN CONNECTION WITH SUCH ACQUISITION, IF ANY, SUMMARY
PROPERTY INFORMATION FOR ALL PROPERTIES, INCLUDING, WITHOUT LIMITATION, THEIR
PROPERTY OPERATING INCOME, OCCUPANCY RATES, SQUARE FOOTAGE, PROPERTY TYPE AND
DATE ACQUIRED OR BUILT, AND SUCH OTHER INFORMATION AS MAY BE REQUESTED TO
EVALUATE THE QUARTERLY COMPLIANCE CERTIFICATE DELIVERED AS PROVIDED BELOW;
60
(III)
AS SOON AS PUBLICLY AVAILABLE BUT IN NO EVENT LATER THAN ONE
BUSINESS DAY AFTER THE DATE SUCH REPORTS ARE TO BE FILED WITH THE SECURITIES
EXCHANGE COMMISSION, COPIES OF ALL FORM 10KS, 10QS, 8KS, AND ANY OTHER ANNUAL,
QUARTERLY, MONTHLY OR OTHER REPORTS, COPIES OF ALL REGISTRATION STATEMENTS AND
ANY OTHER PUBLIC INFORMATION WHICH THE BORROWER OR ANY OF ITS SUBSIDIARIES FILES
WITH THE SECURITIES EXCHANGE COMMISSION AND TO THE EXTENT ANY OF SUCH REPORTS
CONTAINS INFORMATION REQUIRED UNDER THE OTHER SUBSECTIONS OF THIS SECTION 7.1,
THE INFORMATION NEED NOT BE FURNISHED SEPARATELY UNDER THE OTHER SUBSECTIONS;
(IV)
AS SOON AS AVAILABLE, BUT IN ANY EVENT NOT LATER THAN 90 DAYS
AFTER THE CLOSE OF EACH FISCAL YEAR OF THE BORROWER AND ITS SUBSIDIARIES,
REPORTS IN FORM AND SUBSTANCE SATISFACTORY TO THE LENDERS, CERTIFIED BY THE
BORROWER'S CHIEF FINANCIAL OFFICER OR CHIEF ACCOUNTING OFFICER CONTAINING
PROPERTY OPERATING INCOME FOR EACH INDIVIDUAL PROPERTY;
(V)
NOT LATER THAN FORTY-FIVE (45) DAYS AFTER THE END OF EACH OF THE
FIRST THREE FISCAL QUARTERS, AND NOT LATER THAN NINETY (90) DAYS AFTER THE END
OF THE FISCAL YEAR, A COMPLIANCE CERTIFICATE IN SUBSTANTIALLY THE FORM OF
EXHIBIT E HERETO SIGNED BY THE BORROWER'S CHIEF FINANCIAL OFFICER OR CHIEF
ACCOUNTING OFFICER CONFIRMING THAT BORROWER IS IN COMPLIANCE WITH ALL OF THE
COVENANTS OF THE LOAN DOCUMENTS, SHOWING THE CALCULATIONS AND COMPUTATIONS
NECESSARY TO DETERMINE COMPLIANCE WITH THE FINANCIAL COVENANTS CONTAINED IN THIS
AGREEMENT (INCLUDING SUCH SCHEDULES AND BACKUP INFORMATION AS MAY BE NECESSARY
TO DEMONSTRATE SUCH COMPLIANCE) AND STATING THAT TO SUCH OFFICER'S BEST
KNOWLEDGE, THERE IS NO OTHER DEFAULT OR UNMATURED DEFAULT EXISTS, OR IF ANY
DEFAULT OR UNMATURED DEFAULT EXISTS, STATING THE NATURE AND STATUS THEREOF;
(VI)
(A) AS SOON AS POSSIBLE AND IN ANY EVENT WITHIN 10 BUSINESS DAYS
AFTER THE BORROWER KNOWS THAT ANY REPORTABLE EVENT HAS OCCURRED WITH RESPECT TO
ANY PLAN, A STATEMENT, SIGNED BY THE CHIEF FINANCIAL OFFICER OF BORROWER,
DESCRIBING SAID REPORTABLE EVENT AND WITHIN 20 DAYS AFTER SUCH REPORTABLE EVENT,
A STATEMENT SIGNED BY SUCH CHIEF FINANCIAL OFFICER DESCRIBING THE ACTION WHICH
BORROWER PROPOSES TO TAKE WITH RESPECT THERETO; AND (B) WITHIN 10 BUSINESS DAYS
OF RECEIPT, ANY NOTICE FROM