DISCLOSED THE EXISTENCE DURING OR AT THE END OF SUCH FISCAL QUARTER, AND THAT
SUCH OFFICER DOES NOT HAVE KNOWLEDGE OF THE EXISTENCE AS AT THE DATE OF SUCH
COMPLIANCE CERTIFICATE, OF ANY CONDITION OR EVENT WHICH CONSTITUTES AN EVENT OF
DEFAULT OR POTENTIAL DEFAULT, OR, IF ANY SUCH CONDITION OR EVENT EXISTED OR
EXISTS, SPECIFYING THE NATURE AND PERIOD OF EXISTENCE THEREOF AND WHAT ACTION
THE BORROWER, MAC OR THEIR SUBSIDIARIES HAVE TAKEN, ARE TAKING AND PROPOSE TO
TAKE WITH RESPECT
THERETO, (2) THE CALCULATIONS (WITH SUCH SPECIFICITY AS THE
ADMINISTRATIVE AGENT MAY REASONABLY REQUEST) FOR THE PERIOD THEN ENDED WHICH
DEMONSTRATE COMPLIANCE WITH THE COVENANTS AND FINANCIAL RATIOS SET FORTH IN
ARTICLE 8, (3) A SCHEDULE OF TOTAL LIABILITIES IN RESPECT OF BORROWED MONEY IN
THE LEVEL OF DETAIL DISCLOSED IN MAC'S FORM 10-Q FILINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION, AS WELL AS SUCH OTHER INFORMATION REGARDING SUCH
INDEBTEDNESS AS MAY BE REASONABLY REQUESTED BY THE ADMINISTRATIVE AGENT, AND
(4) A SCHEDULE OF EBITDA.
(4)
TO THE EXTENT NOT OTHERWISE DELIVERED PURSUANT TO THIS
SECTION 7.1, COPIES OF ALL FINANCIAL STATEMENTS AND FINANCIAL INFORMATION
DELIVERED BY THE BORROWER AND MAC (OR, UPON ADMINISTRATIVE AGENT'S REQUEST, ANY
SUBSIDIARIES OF SUCH PERSONS) FROM TIME TO TIME TO THE HOLDERS OF ANY
INDEBTEDNESS FOR BORROWED MONEY OF SUCH PERSONS; AND
(5)
COPIES OF ALL PROXY STATEMENTS, FINANCIAL STATEMENTS, AND REPORTS
WHICH THE BORROWER OR MAC SEND TO THEIR RESPECTIVE STOCKHOLDERS OR LIMITED
PARTNERS, AND COPIES OF ALL REGULAR, PERIODIC AND SPECIAL REPORTS, AND ALL
REGISTRATION STATEMENTS UNDER THE ACT WHICH THE BORROWER OR MAC FILE WITH THE
SECURITIES AND EXCHANGE COMMISSION OR ANY GOVERNMENTAL AUTHORITY WHICH MAY BE
SUBSTITUTED THEREFORE, OR WITH ANY NATIONAL SECURITIES EXCHANGE; PROVIDED,
HOWEVER, THAT THERE SHALL NOT BE REQUIRED TO BE DELIVERED HEREUNDER SUCH COPIES
FOR ANY LENDER OF PROSPECTUSES RELATING TO FUTURE SERIES OF OFFERINGS UNDER
REGISTRATION STATEMENTS FILED UNDER RULE 415 UNDER THE ACT OR OTHER ITEMS WHICH
SUCH LENDER HAS INDICATED IN WRITING TO THE BORROWER OR MAC FROM TIME TO TIME
NEED NOT BE DELIVERED TO SUCH LENDER.
(6)
NOTWITHSTANDING THE FOREGOING, IT IS UNDERSTOOD AND AGREED THAT TO
THE EXTENT MAC FILES DOCUMENTS WITH THE SECURITIES AND EXCHANGE COMMISSION AND
SUCH DOCUMENTS CONTAIN THE SAME INFORMATION AS REQUIRED BY SUBSECTIONS (1), (2),
(3) (ONLY WITH RESPECT TO SUBCLAUSE (3)), (4) AND (5) ABOVE, THE BORROWER MAY
DELIVER COPIES, WHICH COPIES MAY BE DELIVERED ELECTRONICALLY, OF SUCH FORMS WITH
RESPECT TO THE RELEVANT TIME PERIODS IN LIEU OF THE DELIVERIES SPECIFIED IN SUCH
CLAUSES.
7.2.
Certificates; Reports; Other Information.
The Borrower Parties
shall furnish or cause to be furnished to the Administrative Agent, the Issuing
Lender and each of the Lenders directly:
(1)
FROM TIME TO TIME UPON REASONABLE REQUEST BY THE ADMINISTRATIVE
AGENT, A RENT ROLL, TENANT SALES REPORT AND INCOME STATEMENT WITH RESPECT TO ANY
PROJECT;
36
(2)
AS SOON AS PRACTICABLE AND IN ANY EVENT BY JANUARY 1ST OF EACH
CALENDAR YEAR, (I) A REPORT IN FORM