Common use of Annual Operating Budget Clause in Contracts

Annual Operating Budget. On November 15 of each calendar year, commencing on November 15, 2005, the Lessee shall deliver to the Equity Investor, and, so long as the Lien of the Indenture has not been terminated and fully discharged, the Indenture Trustee and the Noteholders, an annual operating budget of Project Revenues and Operating Costs expected to be incurred by the Lessee during the relevant fiscal year to which such budget applies in the form attached hereto as Exhibit C (the "Annual Operating Budget") together with an Officer's Certificate of the Lessee certifying that such Annual Operating Budget has been prepared in good faith. The Equity Investor and the Noteholders will have the right to review and approve (such approval not to be unreasonably withheld or delayed) such Annual Operating Budget by December 15 of such year; provided, however, the Equity Investor's and the Noteholders' approval of the Annual Operating Budget shall not be required (A) if the aggregate Operating Costs set forth in such Annual Operating Budget do not exceed by 15% or more the sum of the (i) actual aggregate Operating Costs for the Project from January 1 of the then current fiscal year to October 31 of such year and (ii) the aggregate costs and expenses budgeted for the Project from November 1 of such year to December 31 of such year and (B) so long as on every fourth year (beginning in 2009), the aggregate Operating Costs set forth in the Annual Operating Budget for such year do not exceed by 45% or more the sum of the actual aggregate Operating Costs for the Project incurred in the calendar year that is four years prior to such year; provided further, that notwithstanding the foregoing, the Equity Investor's and the Indenture Trustee's approval of the Annual Operating Budget shall be required if, at any relevant time, the Lease Rent Coverage Ratio for either of the immediately preceding two semiannual periods was less than 1.20 to 1.00.

Annual Operating Budget. On November 15 So long as each Project is performing such that (i) the aggregate, gross level of each calendar year, commencing revenues for that Project are meeting or exceeding the operating pro forma approved by SHP on November or before December 15, 20052005 (the “Operating Pro Forma”) and (ii) the aggregate, gross level of expenses for that Project are equal to or less than the Operating Pro Forma, the Lessee shall deliver to the Equity Investor, and, so long as the Lien of the Indenture has not been terminated and fully discharged, the Indenture Trustee and the Noteholders, an annual operating budget of Project Revenues and Operating Costs expected to be incurred by the Lessee during the relevant fiscal year to which such budget applies in the form attached hereto as Exhibit C (the "Annual Operating Budget") together with an Officer's Certificate of the Lessee certifying that such current Annual Operating Budget has been prepared in good faithmust be approved by unanimous consent of the Committee. The Equity Investor and To the Noteholders will extent that the applicable Project is performing such that either the aggregate, gross revenues or aggregate gross expenses for that Project are not equal to or better than the Operating Pro Forma, SHP shall have the right to review and unilaterally approve (such approval not any proposed annual operating budget. Any annual operating budget as approved pursuant to be unreasonably withheld or delayedthis Section 6.6(a) such is referred to as the “Annual Operating Budget by December 15 of such year; providedBudget.” ARC shall prepare and deliver to SHP, however, on or before ninety (90) days prior to the Equity Investor's and the Noteholders' approval of the Annual Operating Budget shall not be required (A) if the aggregate Operating Costs set forth in such Annual Operating Budget do not exceed by 15% or more the sum of the (i) actual aggregate Operating Costs for the Project from January 1 expiration of the then current fiscal year to October 31 of such year and (ii) the aggregate costs and expenses budgeted for the Project from November 1 of such year to December 31 of such year and (B) so long as on every fourth year (beginning in 2009)year, the aggregate Operating Costs set forth in the a proposed Annual Operating Budget for such year do not exceed by 45% or more the sum of the actual aggregate Operating Costs each Project for the Project incurred in the calendar year that is four years prior to such upcoming fiscal year; provided further, that notwithstanding the foregoing, the Equity Investor's and the Indenture Trustee's approval . The exact form of the Annual Operating Budget shall be required ifagreed upon by ARC and SHP but shall include, at any relevant timewithout limitation, reasonably detailed and itemized estimates of all projected income and expenses of such Subsidiary for the upcoming fiscal year (except items included in the proposed Annual Capital Budget), and specifically including reserves and working capital for such Subsidiary and a detailed leasing report describing all vacant units within the Project, the Lease Rent Coverage Ratio square footage of each vacant unit and the total square footage of all vacating units within the Project. To the extent that the Annual Operating Budget for either a particular Project is not approved prior to the commencement of the immediately preceding two semiannual periods was less than 1.20 fiscal year to 1.00which such budget is to relate, the Annual Operating Budget for such Subsidiary for the prior fiscal year, plus a three percent (3%) increase for each line item contained in such budget, shall be utilized in connection with the operation of such Property.

Annual Operating Budget. On November 15 [*****] the beginning of each calendar year, Fiscal Year commencing on November 15, 2005with the first Fiscal Year in which Borrower reasonably expects to realize Operating Revenues, the Lessee shall deliver to the Equity Investor, and, so long as the Lien of the Indenture has not been terminated and fully discharged, the Indenture Trustee and the Noteholders, an annual operating budget of Project Borrower for the first three (3) months of such Fiscal Year and [*****] of each Fiscal Year commencing with the first Fiscal Year in which Borrower reasonably expects to realize Operating Revenues, the operating budget of Borrower for the last nine (9) months of such Fiscal Year, certified, in each case, by an Authorized Official of the Borrower (collectively, the “Initial Operating Budget”), which (i) shall include, on an aggregate and month-by-month basis, reasonable estimates of all Operating Revenues expected to be received and all Operating Costs (by category) expected to be incurred during such Fiscal Year and during each month in such Fiscal Year, (ii) shall include such other information as may be reasonably requested by the Lessee during the relevant fiscal Loan Servicer and (iii) shall be prepared on a basis consistent from year to year and month to month in sufficient detail to permit meaningful comparisons, and shall include a statement of the assumptions on which it is based. Borrower may amend the Initial Operating Budget, as the same may have been previously amended, for any Fiscal Year by furnishing the Loan Servicer an amended operating budget of Borrower for such budget applies Fiscal Year, certified by an Authorized Official of the Borrower (the “Amended Operating Budget”), which shall include the same information as is contained in the form attached hereto as Exhibit C (the "Annual Initial Operating Budget") , together with an Officer's Certificate explanation of any changes from the Lessee certifying that such Annual Initial Operating Budget has Budget, as the same may have been prepared in good faithpreviously amended. The Equity Investor and Initial Operating Budget, as the Noteholders will have same may be amended by any Amended Operating Budget, is hereinafter referred to as the right to review and approve (such approval not to be unreasonably withheld or delayed) such Annual “Operating Budget by December 15 of such year; provided, however, the Equity Investor's and the Noteholders' approval of the Annual Operating Budget shall not be required (A) if the aggregate Operating Costs set forth in such Annual Operating Budget do not exceed by 15% or more the sum of the (i) actual aggregate Operating Costs for the Project from January 1 of the then current fiscal year to October 31 of such year and (ii) the aggregate costs and expenses budgeted for the Project from November 1 of such year to December 31 of such year and (B) so long as on every fourth year (beginning in 2009), the aggregate Operating Costs set forth in the Annual Operating Budget for such year do not exceed by 45% or more the sum of the actual aggregate Operating Costs for the Project incurred in the calendar year that is four years prior to such year; provided further, that notwithstanding the foregoing, the Equity Investor's and the Indenture Trustee's approval of the Annual Operating Budget shall be required if, at any relevant time, the Lease Rent Coverage Ratio for either of the immediately preceding two semiannual periods was less than 1.20 to 1.00Budget”.

Annual Operating Budget. On November 15 Not later than thirty (30) days prior to the beginning of each calendar year, Fiscal Year commencing on November 15, 2005with the first Fiscal Year in which Borrower reasonably expects to realize Operating Revenues, the Lessee shall deliver to the Equity Investor, and, so long as the Lien of the Indenture has not been terminated and fully discharged, the Indenture Trustee and the Noteholders, an annual operating budget of Project Borrower for the first three (3) months of such Fiscal Year and not later than thirty (30) days after the beginning of each Fiscal Year commencing with the first Fiscal Year in which Borrower reasonably expects to realize Operating Revenues, the operating budget of Borrower for the last nine (9) months of such Fiscal Year, certified, in each case, by an Authorized Official of the Borrower (collectively, the “Initial Operating Budget”), which (i) shall include, on an aggregate and month-by-month basis, reasonable estimates of all Operating Revenues expected to be received and all Operating Costs (by category) expected to be incurred during such Fiscal Year and during each month in such Fiscal Year, (ii) shall include such other information as may be reasonably requested by the Lessee during the relevant fiscal Loan Servicer and (iii) shall be prepared on a basis consistent from year to year and month to month in sufficient detail to permit meaningful comparisons, and shall include a statement of the assumptions on which it is based. Borrower may amend the Initial Operating Budget, as the same may have been previously amended, for any Fiscal Year by furnishing the Loan Servicer an amended operating budget of Borrower for such budget applies Fiscal Year, certified by an Authorized Official of the Borrower (the “Amended Operating Budget”), which shall include the same information as is contained in the form attached hereto as Exhibit C (the "Annual Initial Operating Budget") , together with an Officer's Certificate explanation of any changes from the Lessee certifying that such Annual Initial Operating Budget has Budget, as the same may have been prepared in good faithpreviously amended. The Equity Investor and Initial Operating Budget, as the Noteholders will have same may be amended by any Amended Operating Budget, is hereinafter referred to as the right to review and approve (such approval not to be unreasonably withheld or delayed) such Annual “Operating Budget by December 15 of such year; provided, however, the Equity Investor's and the Noteholders' approval of the Annual Operating Budget shall not be required (A) if the aggregate Operating Costs set forth in such Annual Operating Budget do not exceed by 15% or more the sum of the (i) actual aggregate Operating Costs for the Project from January 1 of the then current fiscal year to October 31 of such year and (ii) the aggregate costs and expenses budgeted for the Project from November 1 of such year to December 31 of such year and (B) so long as on every fourth year (beginning in 2009), the aggregate Operating Costs set forth in the Annual Operating Budget for such year do not exceed by 45% or more the sum of the actual aggregate Operating Costs for the Project incurred in the calendar year that is four years prior to such year; provided further, that notwithstanding the foregoing, the Equity Investor's and the Indenture Trustee's approval of the Annual Operating Budget shall be required if, at any relevant time, the Lease Rent Coverage Ratio for either of the immediately preceding two semiannual periods was less than 1.20 to 1.00Budget”.