OF GUARANTOR, WHICH FINANCIAL STATEMENTS SHALL INCLUDE AN ANNUAL
BALANCE SHEET AND PROFIT AND LOSS STATEMENT OF GUARANTOR, IN THE FORM REASONABLY
REQUIRED BY LENDER.
(J) ANY REPORTS, STATEMENTS OR OTHER INFORMATION REQUIRED TO BE DELIVERED UNDER
THIS AGREEMENT SHALL BE DELIVERED (I) IN PAPER FORM, (II) ON A DISKETTE, AND
(III) BY ELECTRONIC MAIL IF REQUESTED BY LENDER AND WITHIN THE CAPABILITIES OF
BORROWER'S DATA SYSTEMS WITHOUT CHANGE OR MODIFICATION THERETO, IN ELECTRONIC
FORM AND PREPARED USING MICROSOFT WORD FOR WINDOWS FILES (WHICH FILES MAY BE
PREPARED USING A SPREADSHEET PROGRAM AND SAVED AS WORD PROCESSING FILES).
BORROWER AGREES THAT LENDER MAY DISCLOSE INFORMATION REGARDING THE PROPERTY AND
BORROWER THAT IS PROVIDED TO LENDER PURSUANT TO THIS SECTION 5.1.11 IN
CONNECTION WITH THE SECURITIZATION TO SUCH PARTIES REQUESTING SUCH INFORMATION
IN CONNECTION WITH SUCH SECURITIZATION.
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(K) BORROWER WILL FURNISH LENDER ANNUALLY, WITHIN ONE HUNDRED AND TWENTY (120)
DAYS AFTER THE END OF EACH FISCAL YEAR, WITH A REPORT SETTING FORTH (I) THE NET
OPERATING INCOME FOR SUCH FISCAL YEAR, (II) THE AVERAGE OCCUPANCY RATE OF THE
PROPERTY DURING SUCH FISCAL YEAR, AND (III) THE CAPITAL REPAIRS, REPLACEMENTS
AND IMPROVEMENTS PERFORMED AT THE PROPERTY DURING SUCH FISCAL YEAR.
5.1.12 Business and Operations.
Borrower will continue to engage in the
businesses presently conducted by it as and to the extent the same are necessary
for the ownership, maintenance, management and operation of the Property.
Borrower will qualify to do business and will remain in good standing under the
laws of the jurisdiction of its formation as and to the extent the same are
required for the ownership, maintenance, management and operation of the
Property. Borrower shall at all times during the term of the Loan, continue to
own all of Equipment, Fixtures and Personal Property which are necessary to
operate the Property in the manner required hereunder and in the manner in which
it is currently operated.
5.1.13 Title to the Property.
Borrower will warrant and defend (a) the title to
the Property and every part thereof, subject only to Liens permitted hereunder
(including Permitted Encumbrances) and (b) the validity and priority of the Lien
of each Mortgage on the applicable Property, subject only to Liens permitted
hereunder (including Permitted Encumbrances), in each case against the claims of
all Persons whomsoever.
Borrower shall reimburse Lender for any losses, costs,
damages or expenses (including reasonable attorneys' fees and expenses) incurred
by Lender if an interest in the Property, other than as permitted hereunder, is
claimed by another Person.
5.1.14 Costs of Enforcement.
In the event (a) that any Mortgage encumbering the
Property is foreclosed in whole or in part or that any Mortgage is put into the
hands of an attorney for collection, suit, action or foreclosure, (b) of the
foreclosure of any mortgage encumbering the Property prior to or subsequent to
any Mortgage in which proceeding Lender is made a party, or (c) of the
bankruptcy, insolvency, rehabilitation or other similar proceeding in respect of
Borrower or any of its