TAX BASIS OF ACCOUNTING, CONSISTENTLY
APPLIED), PROPER
62
AND ACCURATE BOOKS, RECORDS AND ACCOUNTS REFLECTING ALL OF THE FINANCIAL AFFAIRS
OF BORROWER AND ALL ITEMS OF INCOME AND EXPENSE AND ANY SERVICES, EQUIPMENT OR
FURNISHINGS PROVIDED IN CONNECTION WITH THE OPERATION OF THE PROPERTY, WHETHER
SUCH INCOME OR EXPENSE IS REALIZED BY BORROWER, MANAGER OR ANY AFFILIATE OF
BORROWER.
LENDER SHALL HAVE THE RIGHT FROM TIME TO TIME DURING NORMAL BUSINESS
HOURS UPON REASONABLE NOTICE TO EXAMINE SUCH BOOKS, RECORDS AND ACCOUNTS
RELATING TO THE COLLATERAL OR THE PROPERTY AT THE OFFICE OF BORROWER, MORTGAGE
BORROWER OR OTHER PERSON MAINTAINING THEM, AND TO MAKE SUCH COPIES OR EXTRACTS
THEREOF AS LENDER SHALL DESIRE.
AFTER AN EVENT OF DEFAULT, BORROWER SHALL PAY
ANY COSTS INCURRED BY LENDER TO EXAMINE SUCH BOOKS, RECORDS AND ACCOUNTS, AS
LENDER SHALL DETERMINE TO BE NECESSARY OR APPROPRIATE IN THE PROTECTION OF
LENDER'S INTEREST.
6.3.2
ANNUAL REPORTS.
BORROWER WILL FURNISH, AND CAUSE TO BE FURNISHED,
TO LENDER ANNUALLY, WITHIN 120 DAYS AFTER EACH CALENDAR YEAR, A COMPLETE COPY OF
BORROWER'S ANNUAL FINANCIAL STATEMENTS ACCOMPANIED BY AN OFFICER'S CERTIFICATE
(AUDITED, IF AN EVENT OF DEFAULT THEN EXISTS AND LENDER REQUIRES FOR SUCH
STATEMENTS FOR ANY YEAR BY NOTICE DELIVERED NO LATER THAN OCTOBER 31 OF THE
CALENDAR YEAR IN QUESTION), EACH IN ACCORDANCE WITH GAAP (OR FEDERAL INCOME TAX
BASIS OF ACCOUNTING, CONSISTENTLY APPLIED), COVERING THE COLLATERAL OWNED BY
BORROWER AND CONTAINING BALANCE SHEETS AND STATEMENTS OF PROFIT AND LOSS FOR
BORROWER AND THE COLLATERAL IN SUCH DETAIL AS LENDER MAY REQUEST.
6.3.3
MORTGAGE LOAN FINANCIAL INFORMATION.
BORROWER WILL FURNISH, OR
CAUSE MORTGAGE BORROWER TO FURNISH, TO LENDER A COPY OF THE FINANCIAL STATEMENTS
AND ALL OTHER MATERIALS MORTGAGE BORROWER IS REQUIRED TO PROVIDE MORTGAGE LENDER
UNDER SECTION 6.3 OF THE MORTGAGE LOAN AGREEMENT WITHIN THE TIME PERIODS
REQUIRED UNDER SUCH SECTION.
6.3.4
OTHER REPORTS.
SUBJECT TO THE PROVISIONS OF SECTION 6.3.2, BORROWER
SHALL FURNISH TO LENDER, WITHIN TEN BUSINESS DAYS AFTER REQUEST, SUCH FURTHER
DETAILED INFORMATION WITH RESPECT TO THE OPERATION OF THE COLLATERAL OR THE
PROPERTY AND THE FINANCIAL AFFAIRS OF BORROWER, MORTGAGE BORROWER OR MANAGER AS
MAY BE REASONABLY REQUESTED BY LENDER OR ANY APPLICABLE RATING AGENCY.
6.3.5
ANNUAL BUDGET.
BORROWER SHALL CAUSE MORTGAGE BORROWER TO PREPARE
AND SUBMIT (OR SHALL CAUSE MANAGER TO PREPARE AND SUBMIT) TO LENDER BY DECEMBER
15TH OF EACH YEAR DURING THE TERM FOR APPROVAL BY LENDER, WHICH APPROVAL SHALL
NOT BE UNREASONABLY WITHHELD OR DELAYED, A PROPOSED PRO FORMA BUDGET FOR THE
PROPERTY FOR THE SUCCEEDING CALENDAR YEAR (THE "ANNUAL BUDGET", AND EACH ANNUAL
BUDGET APPROVED BY LENDER IS REFERRED TO HEREIN AS THE "APPROVED ANNUAL
BUDGET"), AND, PROMPTLY AFTER PREPARATION THEREOF, ANY REVISIONS TO SUCH ANNUAL
BUDGET.
THE ANNUAL BUDGET SHALL CONSIST OF AN OPERATING EXPENSE BUDGET SHOWING,
ON A MONTH-BY-MONTH BASIS, IN REASONABLE DETAIL, EACH LINE ITEM OF MORTGAGE
BORROWER'S ANTICIPATED OPERATING INCOME AND OPERATING EXPENSES (ON A CASH AND
ACCRUAL BASIS), INCLUDING AMOUNTS REQUIRED TO ESTABLISH, MAINTAIN AND/OR
INCREASE ANY MONTHLY PAYMENTS REQUIRED HEREUNDER.