LENDER.
(D)
AFTER AN EVENT OF DEFAULT, LENDER SHALL HAVE THE RIGHT TO HAVE
BORROWER'S BOOKS AND RECORDS AUDITED, AT BORROWER'S EXPENSE, BY INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS SELECTED BY LENDER IN ORDER TO OBTAIN SUCH
STATEMENTS, SCHEDULES AND REPORTS, AND ALL RELATED COSTS AND EXPENSES OF LENDER
SHALL BECOME IMMEDIATELY DUE AND PAYABLE AND SHALL BECOME AN ADDITIONAL PART OF
THE INDEBTEDNESS AS PROVIDED IN SECTION 12 OF EACH SECURITY INSTRUMENT.
(E)
(E)
IF AN EVENT OF DEFAULT HAS OCCURRED AND IS
CONTINUING, BORROWER SHALL DELIVER TO LENDER UPON WRITTEN DEMAND ALL BOOKS AND
RECORDS RELATING TO THE MORTGAGED PROPERTY OR ITS OPERATION.
(F)
BORROWER IRREVOCABLY AUTHORIZES LENDER TO OBTAIN A CREDIT REPORT
ON BORROWER AT ANY TIME.
(G)
IF AN EVENT OF DEFAULT HAS OCCURRED AND LENDER HAS NOT PREVIOUSLY
REQUIRED BORROWER TO FURNISH A QUARTERLY STATEMENT OF INCOME AND EXPENSE FOR THE
MORTGAGED PROPERTY, LENDER MAY REQUIRE BORROWER TO FURNISH SUCH A STATEMENT
WITHIN FORTY-FIVE (45) DAYS AFTER THE END OF EACH FISCAL QUARTER OF BORROWER
FOLLOWING SUCH EVENT OF DEFAULT.
Section 8.04.
Access to Records;
Discussions With Officers and Accountants.
To the extent permitted by law and in addition to the applicable requirements of
the Security Instruments, Borrower shall permit Lender and shall cause the
Operator to permit Lender to:
(A)
INSPECT, MAKE COPIES AND ABSTRACTS OF, AND HAVE REVIEWED OR (AFTER
AN EVENT OF DEFAULT) AUDITED, SUCH OF BORROWER'S AND/OR THE OPERATOR'S BOOKS AND
RECORDS AS MAY RELATE TO THE OBLIGATIONS OR ANY MORTGAGED PROPERTY;
(B)
AT ANY TIME DISCUSS BORROWER'S AFFAIRS, FINANCES AND ACCOUNTS WITH
BORROWER'S SENIOR MANAGEMENT OR PROPERTY MANAGERS AND (PROVIDED THAT AN OFFICER
OF BORROWER OR KEY PRINCIPAL HAS BEEN GIVEN THE OPPORTUNITY BY LENDER TO BE A
PARTY TO SUCH DISCUSSION)
22
INDEPENDENT PUBLIC ACCOUNTANTS; AFTER AN EVENT OF DEFAULT, DISCUSS BORROWER'S
AFFAIRS, FINANCES AND ACCOUNT WITH KEY PRINCIPAL'S OFFICERS, PARTNERS AND
EMPLOYEES;
(C)
DISCUSS THE MORTGAGED PROPERTIES' CONDITIONS, OPERATIONS OR
MAINTENANCE WITH THE OFFICERS OF THE OPERATOR OF SUCH MORTGAGED PROPERTIES, THE
OFFICERS AND EMPLOYEES OF BORROWER AND/OR THE KEY PRINCIPAL; AND
(D)
RECEIVE ANY OTHER INFORMATION THAT LENDER REASONABLY DEEMS
NECESSARY OR RELEVANT IN CONNECTION WITH THE TERM LOAN, ANY LOAN DOCUMENT OR THE
OBLIGATIONS FROM THE OFFICERS AND EMPLOYEES OF SUCH BORROWER OR THIRD PARTIES.
Notwithstanding the foregoing, prior to an Event of Default and so long as no
Potential Event of Default has occurred and is continuing and in the absence of
an emergency, all inspections shall be conducted at reasonable times during
normal business hours upon reasonable notice to Borrower.
Section 8.05.
Certificate of Compliance.
Borrower shall deliver to Lender concurrently with the delivery of the financial
statements and/or reports required by Section 8.03(a) and Section 8.03(b) a
certificate signed by an authorized representative of Borrower reasonably
acceptable to Lender (i) setting forth in reasonable detail the calculations
required to establish whether Borrower and Key Principal were in compliance with
the requirements of this Agreement on the date of such financial statements, and
(ii) stating