OR INTENDED TO SECURE THE OBLIGATIONS OF
BORROWER UNDER THE LOAN DOCUMENTS, AS LENDER MAY REASONABLY REQUIRE, INCLUDING,
WITHOUT LIMITATION, THE AUTHORIZATION OF LENDER TO FILE ANY UCC FINANCING
STATEMENTS AND DELIVERY OF CONDOMINIUM PROXIES; AND
(C)
DO AND EXECUTE ALL AND SUCH FURTHER LAWFUL, CUSTOMARY AND
REASONABLE ACTS, CONVEYANCES AND ASSURANCES FOR THE BETTER AND MORE EFFECTIVE
CARRYING OUT OF THE INTENTS AND PURPOSES OF THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS, AS LENDER SHALL REASONABLY REQUIRE FROM TIME TO TIME.
5.1.9
Mortgage and Intangible Taxes.
Borrower shall pay all State, county and municipal recording, intangible, and
all other taxes (other than income, inheritance or franchise taxes) imposed upon
the
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execution of the Pledge Agreement and the filing of the UCC Financing Statements
and/or upon the execution and delivery of the Note.
5.1.10
Financial Reporting.
(A)
BORROWER WILL KEEP AND MAINTAIN ON A FISCAL YEAR BASIS, IN
ACCORDANCE WITH GAAP OR ON A FEDERAL INCOME TAX BASIS, TO THE EXTENT APPLICABLE,
OR IN ACCORDANCE WITH OTHER METHODS ACCEPTABLE TO LENDER IN ITS REASONABLE
DISCRETION, CONSISTENTLY APPLIED, PROPER AND ACCURATE BOOKS, RECORDS AND
ACCOUNTS REFLECTING ALL OF THE FINANCIAL AFFAIRS OF BORROWER AND ALL ITEMS OF
INCOME AND EXPENSE WITH RESPECT TO THE COLLATERAL.
(B)
BORROWER SHALL CAUSE MORTGAGE BORROWER TO KEEP ADEQUATE BOOKS AND
RECORDS OF ACCOUNT IN ACCORDANCE WITH GAAP OR ON A FEDERAL INCOME TAX BASIS, TO
THE EXTENT APPLICABLE, OR IN ACCORDANCE WITH OTHER METHODS ACCEPTABLE TO LENDER
IN ITS REASONABLE DISCRETION, CONSISTENTLY APPLIED. BORROWER SHALL BE DEEMED TO
HAVE COMPLIED WITH THE REQUIREMENTS OF THIS SECTION 5.1.10(B) WITH RESPECT TO
ANY PERIOD IF IT SHALL HAVE CAUSED MORTGAGE BORROWER TO MAINTAIN THE BOOKS AND
RECORDS REQUIRED UNDER SECTION 14 OF THE SECURITY INSTRUMENT TO BE MAINTAINED BY
MORTGAGE BORROWER.
(C)
BORROWER WILL FURNISH, AND CAUSE TO BE FURNISHED, TO LENDER,
WITHIN NINETY (90) DAYS AFTER THE CLOSE OF EACH FISCAL YEAR, THE AUDITED
COMBINED BALANCE SHEET OF THE GUARANTORS AS OF THE END OF SUCH FISCAL YEAR, THE
AUDITED COMBINED STATEMENT OF OPERATIONS AND THE AUDITED COMBINED STATEMENT OF
CASH FLOWS OF EACH GUARANTOR FOR SUCH FISCAL YEAR, ALL IN REASONABLE DETAIL AND,
COMMENCING IN THE SECOND FISCAL YEAR DURING THE TERM OF THE LOAN, STATING IN
COMPARATIVE FORM (SOLELY TO THE EXTENT SUCH PREVIOUS YEAR ENDED AFTER THE
CLOSING DATE) THE RESPECTIVE FIGURES FOR THE CORRESPONDING DATE AND PERIOD IN
THE PRIOR FISCAL YEAR, PREPARED IN ACCORDANCE WITH GAAP CONSISTENTLY APPLIED AND
ACCOMPANIED BY AN INDEPENDENT AUDITOR'S REPORT STATING THAT THE REFERENCED
FINANCIAL STATEMENTS PRESENT FAIRLY, IN ALL MATERIAL RESPECTS, THE COMBINED
FINANCIAL POSITION, RESULTS OF OPERATIONS AND CASH FLOWS AS OF AND FOR THE
APPLICABLE PERIODS IN CONFORMITY WITH GAAP, WITH SUCH CERTIFICATION TO BE FREE
OF EXCEPTIONS AND QUALIFICATIONS AS TO THE SCOPE OF THE AUDIT AS TO THE GOING
CONCERN NATURE OF THE BUSINESS. SUCH COMBINED AUDITED FINANCIAL STATEMENTS WILL
BE ACCOMPANIED BY AN AUDITED COMBINED SUPPLEMENTAL SCHEDULE OF REAL ESTATE BY
INDIVIDUAL PROPERTY AS OF THE END OF