Common use of Books of Account and Bank Accounts Clause in Contracts

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shall: (i) maintain all of the books and records of the Company on an accrual basis in accordance with generally accepted accounting principles, consistently applied and (ii) provide operating reports and financial statements to the Members not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basis, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise Agreement, all within fifteen (15) days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirements. During normal business hours at the Project, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the Company: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven (7) business days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shall: (i) maintain all of the books and records of the Company on an accrual basis in accordance with generally accepted sound accounting principles, consistently applied and (ii) provide operating reports and financial statements to the Members each other Member and GECC not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basismonth, any material deviations from the Business Plan or the Annual Budget Budgets during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise Agreementor GECC, all within fifteen (15) 20 days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirements. During normal business hours at the Projectprincipal office of the Company, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members and GECC at their own expense for any purpose reasonably related to each such Member’s Interest in the CompanyCompany or, in the case of GECC, the Assigned Distributions: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven three (73) business days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member Manager shall: (i) maintain all of the books and records of the Company on an accrual basis in accordance with generally accepted accounting principles, consistently applied and (ii) provide operating reports and financial statements to the Members not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basis, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise AgreementMember, all within fifteen four (154) business days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirements. During normal business hours at the Project, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the Company: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven three (73) business days prior notice, Managing Member Manager shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shall: (ix) maintain or cause to be maintained all of the books and records of the Company Company, in all material respects, in accordance with the standards of the industry using the income tax basis, consistently applied (provided that monthly reporting shall be on an accrual basis in accordance with generally accepted accounting principles, consistently applied and balance sheets shall be on a cost basis); (iiy) provide or cause to be provided operating reports and financial statements to the Members not each other Member no less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basismonth, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise AgreementMember, all within fifteen twenty (1520) days after the end of such preceding calendar month. Such ; and (z) on a quarterly basis by the end of such quarter, deliver to the Members estimated quarterly taxable income of the Company and such additional financial statements, reports and other information as any Member may reasonably request; it being understood by the Members that the information provided pursuant to this clause (z) will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirementsreflect unaudited estimates. During normal business hours at the ProjectProject or the offices of Managing -32- Member, on not less than three (3) business days Business Days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the CompanyInterest: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven three (73) business days Business Days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shallshall or shall cause the Property Manager to: (ix) maintain all of the books and records of the Company Company, in all material respects, in accordance with the standards of the industry using the income tax basis, consistently applied (provided that monthly reporting shall be on an accrual basis in accordance with generally accepted accounting principles, consistently applied and balance sheets shall be on a cost basis) and (iiy) provide operating reports and financial statements to the Members each other Member not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basismonth, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise AgreementMember, all within fifteen twenty (1520) days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirements. During normal business hours at the ProjectProject or the offices of Managing Member, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the Company: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven three (73) business days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year Fiscal Year and taxable year of the Company shall be the year ending December 31. Managing Member shall: (i) maintain all of the The books and records of the Company on an accrual basis in accordance with generally accepted accounting principles, consistently applied and (ii) provide operating reports and financial statements to shall be maintained by the Members not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basis, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise Agreement, all within fifteen (15) days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirementsManager. During normal business hours at the Project, on not less than three (3) business days prior noticeprincipal office of the Company in California, all of the following shall be made available for inspection and copying by all of the Members each Member and any representative thereof at their its own expense for any purpose reasonably related to each such Member’s Interest in the Companyexpense: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the full name and last known business, business or residence or mailing address of each Member set forth in alphabetical order, together with the contribution and share in Net Profits and Net Losses of each Member, ; (iiiii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been for the Company and each Subsidiary, together with any powers of attorney pursuant to which such Certificate of Formation or any amendments thereto were executed; (iii) copies of the Company’s and each Subsidiary’s federal, state and local income tax or information returns and reports, if any, for the six (6) most recent taxable years; (iv) the amount a copy of cash this Agreement, each Subsidiary Agreement and a description and statement any amendments thereto, together with any powers of attorney pursuant to which this Agreement, any Subsidiary Agreement or any amendments thereto were executed; (v) copies of the agreed value of any other property or services contributed by each Member to the capital financial statements of the Company and which each Member has agreed to contribute in Subsidiary, if any, for the future, six (6) most recent Fiscal Years; and (vvi) the date upon which each Member became a Member all of the Company. Upon not less than seven (7) business days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost books and expense, and not more than one (1) time in each calendar year, to conduct an independent audit records of the CompanyCompany and each Subsidiary. All receipts, funds and income of the Company shall be deposited into separate bank accounts selected by the Manager and disbursements from such accounts shall be made upon the signature of the Manager or its designee.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shallshall or shall cause the Property Manager to: (ix) maintain all of the books and records of the Company Company, in all material respects, in accordance with the standards of the industry using the income tax basis, consistently applied (provided that monthly reporting shall be on an accrual basis in accordance with generally accepted accounting principles, consistently applied and balance sheets shall be on a cost basis) and (iiy) provide operating reports and financial statements to the Members each other Member not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basismonth, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, and such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise AgreementMember, all within fifteen twenty (1520) days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirements. During normal business hours at the ProjectProject or the offices of Managing Member, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the Company: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven three (73) business days prior notice, Managing Member shall cooperate with any 34 Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.

Books of Account and Bank Accounts. The fiscal year and taxable year of the Company shall be the year ending December 31. Managing Member shall: (i) shall keep accurate records of all transactions entered into with respect to the Company and shall maintain all of the full and accurate books and records of the Company on an accrual basis in accordance with generally accepted accounting principles, consistently applied with respect to the management and operation of the Company, which books and accounts shall accurately reflect all income and expenses of the Company, all payments on any indebtedness secured by the assets of the Company, all payments on other Company indebtedness and all capital expenditures with respect to the Company. Manager Member shall provide by the fifteenth (ii15th) provide operating day of each succeeding calendar month (i)operating reports and financial statements to the Members not less frequently than once each month summarizing the operating activities of the Company during the immediately preceding calendar month and on a year-to-date basis, any material deviations from the Business Plan or the Annual Budget during such preceding calendar month, (ii) an unaudited balance sheet of the Company dated as of the end of such calendar month, (iii) an unaudited related income statement of the Company for such calendar month, (iv) an unaudited detailed job cost report of the Project for such calendar month and latest supporting general contractor invoice, (v) an unaudited trial balance of the Company, (vi) bank reconciliations for all bank accounts of the Company including bank statement and support for reconciling items, (vii) an unaudited statement of each Member’s Capital Account showing the detail of each Member’s contributions and distributions for such calendar month, and (viii) an unaudited statement of cash flow of the Company for such calendar month. and (ix) such other information as is reasonably requested by any Member as more fully detailed in the Hotel Management Agreement and/or the Franchise Agreement, all within fifteen (15) days after the end of such preceding calendar month. Such other information will include all information necessary in order for KBS to comply with its SEC and other statutory requirements including, but not limited to, its quarterly 10Q filings, annual audit and 10K filing, and SOX 404 assessment requirementsMember. During normal business hours at the ProjectProperty, on not less than three (3) business days prior notice, all of the following shall be made available for inspection and copying by all of the Members at their own expense for any purpose reasonably related to each such Member’s Interest in the Company: (i) all books and records relating to the business and financial condition of the Company, (ii) a current list of the name and last known business, residence or mailing address of each Member, (iii) a copy of this Agreement, the Certificate of Formation and all amendments thereto, together with executed copies of any written powers-of-attorney pursuant to which this Agreement, the Certificate of Formation and all amendments thereto have been executed, (iv) the amount of cash and a description and statement of the agreed value of any other property or services contributed by each Member to the capital of the Company and which each Member has agreed to contribute in the future, and (v) the date upon which each Member became a Member of the Company. Upon not less than seven (7) business days prior notice, Managing Member shall cooperate with any Member that requests, at such Member’s sole cost and expense, and not more than one (1) time in each calendar year, to conduct an independent audit of the Company.