EACH CALENDAR QUARTER,
NOTING NET OPERATING INCOME, GROSS INCOME FROM OPERATIONS, AND OPERATING
EXPENSES (NOT INCLUDING ANY CONTRIBUTIONS TO THE REPLACEMENT RESERVE FUND), AND
OTHER INFORMATION NECESSARY AND SUFFICIENT
43
TO FAIRLY REPRESENT THE FINANCIAL POSITION AND RESULTS OF OPERATION OF THE
PROPERTY DURING SUCH CALENDAR QUARTER, AND CONTAINING A COMPARISON OF BUDGETED
INCOME AND EXPENSES AND THE ACTUAL INCOME AND EXPENSES TOGETHER WITH A DETAILED
EXPLANATION OF ANY VARIANCES OF FIVE PERCENT (5%) OR MORE BETWEEN BUDGETED AND
ACTUAL AMOUNTS FOR SUCH PERIODS, ALL IN FORM SATISFACTORY TO LENDER; (II) A
CALCULATION REFLECTING THE ANNUAL DEBT SERVICE COVERAGE RATIO FOR THE
IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD AS OF THE LAST DAY OF SUCH
QUARTER ACCOMPANIED BY AN OFFICER'S CERTIFICATE WITH RESPECT THERETO; AND (III)
A NET CASH FLOW SCHEDULE.
PRIOR TO A SECURITIZATION, BORROWER SHALL PROVIDE THE
ITEMS REQUIRED PURSUANT TO THIS SECTION 5.1.11(C) ON A MONTHLY BASIS.
(D)
FOR THE PARTIAL YEAR PERIOD COMMENCING ON THE CLOSING DATE, AND
FOR EACH FISCAL YEAR THEREAFTER, BORROWER SHALL SUBMIT TO LENDER AN ANNUAL
BUDGET NOT LATER THAN THIRTY (30) DAYS AFTER THE COMMENCEMENT OF SUCH PERIOD OR
FISCAL YEAR IN FORM REASONABLY SATISFACTORY TO LENDER.
THE ANNUAL BUDGET SHALL
BE SUBJECT TO LENDER'S WRITTEN APPROVAL IF A CASH SWEEP PERIOD EXISTS (EACH SUCH
ANNUAL BUDGET, AN "APPROVED ANNUAL BUDGET").
IN THE EVENT THAT LENDER OBJECTS
TO A PROPOSED ANNUAL BUDGET SUBMITTED BY BORROWER DURING A CASH SWEEP PERIOD,
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 PROMPTLY 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) DAYS AFTER RECEIPT THEREOF (AND
DELIVER TO BORROWER A REASONABLY DETAILED DESCRIPTION OF SUCH OBJECTIONS) AND
BORROWER SHALL PROMPTLY REVISE THE SAME IN ACCORDANCE WITH THE PROCESS DESCRIBED
IN THIS SUBSECTION UNTIL LENDER APPROVES THE ANNUAL BUDGET.
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 TAXES, INSURANCE PREMIUMS AND OTHER CHARGES.
(E)
IN THE EVENT THAT A CASH SWEEP PERIOD EXISTS AND BORROWER MUST
INCUR AN EXTRAORDINARY OPERATING EXPENSE OR CAPITAL EXPENSE NOT SET FORTH IN THE
APPROVED ANNUAL BUDGET (EACH AN "EXTRAORDINARY EXPENSE"), THEN BORROWER SHALL
PROMPTLY DELIVER TO LENDER A REASONABLY DETAILED EXPLANATION OF SUCH PROPOSED
EXTRAORDINARY EXPENSE FOR LENDER'S APPROVAL.
(F)
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) 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 OR WORDPERFECT FOR WINDOWS
FILES (WHICH FILES MAY BE PREPARED USING A SPREADSHEET PROGRAM AND SAVED AS WORD
PROCESSING FILES).
BORROWER AGREES THAT LENDER MAY