Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Grantee: (a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing; (b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby; (c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter; (d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and (e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by Grantee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 4 contracts
Samples: Deed to Secure Debt and Security Agreement (Merry Land Properties Inc), Deed to Secure Debt and Security Agreement (Merry Land Properties Inc), Deed to Secure Debt and Security Agreement (Merry Land Properties Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor the Chief Financial Officer of Borrower or the person or entity to which they pertain, as applicable, and, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty forty-five (3045) days after the date of filing;
(b) monthly operating statements for the Property within ten forty-five (1045) days after the end of each month during until the first earlier to occur of (X) the date that is twelve (12) months following the date hereof and (Y) the occurrence of the term of the loan secured herebya Secondary Market Transaction;
(c) quarterly operating statements for the Property, within thirty forty-five (3045) days after the end of each calendar quarterquarter from and after the earlier to occur of (X) the date that is twelve (12) months following the date hereof and (Y) the occurrence of a Secondary Market Transaction;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under Indemnitor (including any indemnity or guaranty executed in connection with the loan secured herebyForm 10K filings), within ninety one hundred twenty (90120) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If .
(f) If, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents definition of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cureSignificant Obligor, to obtain the same by means Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of an audit by an independent certified public accountant selected by GranteeRegulation AB and meeting the requirements thereof, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.if Lender expects that the
Appears in 3 contracts
Samples: Mortgage, Security Agreement and Fixture Filing (Mack Cali Realty Corp), Mortgage, Security Agreement and Fixture Filing (Mack Cali Realty Corp), Mortgage, Security Agreement and Fixture Filing (Mack Cali Realty Corp)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for GrantorMortgagor, each principal or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorMortgagor, the principals or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 2 contracts
Samples: Mortgage and Security Agreement (Merry Land Properties Inc), Mortgage and Security Agreement (Merry Land Properties Inc)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Mortgagor’s records and books of account at all reasonable times. So Prior to the first Sale hereunder, and for so long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor or the person or entity chief financial officer of the REIT, and, with respect to which they pertainthe financial statements and information set forth in subsection (e) hereof, as applicableaudited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) monthly balance sheets and statement of operations for the Mortgaged Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar months following the date hereof; and
(b) quarterly balance sheets and statement of operations for the Mortgaged Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(c) copy of the REIT’s 10-Q as filed with the Securities and Exchange Commission, within forty-five (45) days after the end of each calendar quarter following the date hereof;
(d) annual balance sheets and statement of operations for the Mortgaged Property;
(e) the REIT’s annual financial statements, within ninety (90) days after the end of each fiscal year of the REIT;
(f) annual occupancy summary for the Real Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Mortgagee. Following the first Sale hereunder, and for so long as this Mortgage continues in effect, Mortgagor shall provide to Mortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Mortgagee as being true and correct by Mortgagor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Mortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Mortgaged Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured hereby;date hereof; and
(c) quarterly operating statements for the Mortgaged Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Mortgaged Property and annual financial statements for GrantorMortgagor, each principal or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year;
(e) annual occupancy summary for the Mortgaged Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Mortgagee; and
(ef) such other information with respect to the Mortgaged Property, GrantorMortgagor, the principals or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is dissatisfied with the contents of any of the foregoingforegoing and has notified Mortgagor of its dissatisfaction, in addition to any other rights and remedies of Grantee Mortgagee contained hereinherein and provided Mortgagee has given Mortgagor at least thirty (30) days written notice of such failure, Grantee (i) Mortgagor shall pay to Mortgagee upon demand, at Mortgagee’s option and in its sole discretion, an amount equal to $2,500 for each of the aforementioned materials that is not prepared in accordance with the foregoing requirements, and (ii) Mortgagee shall have the right, but not the obligation obligation, after notice and a 30 day right Mortgagor’s failure to curecure such satisfaction within thirty (30) business days following Mortgagor’s receipt of such notice, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 2 contracts
Samples: Open End Mortgage and Security Agreement (Apple Hospitality Two Inc), Mortgage and Security Agreement (Apple Hospitality Two Inc)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Mortgagor’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which shall be in the form and substance acceptable to Mortgagee and all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable. With respect to the financial statements and information set forth in subsection (d) hereof as it relates to Mortgagor or the Mortgaged Property, the same must be prepared by an independent certified public accountant in accordance with generally accepted accounting principles consistently applied and and, if the original principal amount of the Note is $15,000,000 or more, be in form and substance acceptable to Granteeaudited by such accountants:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly quarterly operating statements for the Property Mortgaged Property, stated on a month-by-month basis including Rent Rolls and physical occupancy statements, within ten twenty (1020) days after the end of each month the quarter during which the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyclosing occurs, within thirty (30) days and after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the date hereof;
(dc) annual balance sheets for the Mortgaged Property and annual financial statements and federal tax returns for Grantor, each principal or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity general partner or guaranty executed managing member in connection with the loan secured hereby, Mortgagor within ninety (90) days after the end of each calendar year; and;
(ed) such other information with respect to the Mortgaged Property, GrantorMortgagor, the principals or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.; and
Appears in 2 contracts
Samples: Mortgage Consolidation and Modification Agreement (American Realty Capital New York Recovery Reit Inc), Mortgage and Security Agreement (American Realty Capital New York Recovery Reit Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives representatives, agents, and employees shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonable timestimes and, except during an emergency or following the occurrence and during the continuance of an Event of Default, upon reasonable advance written notice. So long as this Security Deed continues in effect, Grantor Borrower shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, Lender the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertainpertain and, as applicableif financial statements, be prepared compiled in accordance with generally accepted accounting principles consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) during the first twelve (12) months of the Loan, promptly upon request, operating statements for the Property for the immediately preceding twelve month period and a rent roll for the preceding month;
(b) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyannually, within thirty (30) days after the end of each calendar quarteryear, operating statements for the Property for the immediately preceding twelve (12) month period and a rent roll for the Property containing the name of each tenant, the space occupied by such tenant, the lease commencement date and expiration date, security deposit, rent, additional rent, arrearages, and such other information as may customarily be reflected thereon or reasonably requested by Lender;
(d) annual balance sheets for the Property and annual financial statements for GrantorBorrower within ninety (90) days after the end of each fiscal year and, upon Lender's request, financial statements from each principal indemnitor and guarantor under the Loan; and
(e) such other information with respect to the Property, Borrower, the principals, members or general partner in Grantorpartners of Borrower, as applicable, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Note secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, hereby which may be requested from time to time by GranteeLender, within a reasonable time after the applicable request. If In the event Borrower fails to supply any of the aforementioned materials are not furnished to Grantee within financial information as and when required in items (a) through (e) above or, upon the applicable time periods or Grantee is dissatisfied with the contents occurrence of any an Event of the foregoingDefault, Lender, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, right (but not no obligation) to make or cause to be made such inspections of the obligation after notice Property and a 30 day right to cure, to obtain such audits of Borrower and/or the same by means of an audit by an independent certified public accountant selected by GranteeProperty as Lender shall determine, in which event Grantor its sole discretion, by such Person(s) as Lender deems appropriate. Borrower agrees to pay, pay or to reimburse Grantee for, Lender for any expense of such audit incurred therefor and further agrees to provide and/or make available all necessary information to said accountant and personnel and to otherwise cooperate in connection with any such inspection or audit. If Borrower fails to pay or reimburse Lender within ten (10) days of a request by Lender therefor, the making of such auditamounts so owed shall be added to the Debt and shall accrue interest at the Default Rate.
Appears in 2 contracts
Samples: Multifamily Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing (Wilshire Oil Co of Texas), Multifamily Mortgage, Security Agreement, Assignment of Rents and Fixture Filing (Wilshire Oil Co of Texas)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with sound accounting practices relating to the real estate industry, in accordance with generally accepted accounting principlesprincipals, consistently applied. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted sound accounting principles practices relating to the real estate industry, on a Cash/Tax basis, consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyand a Rent Roll, within thirty sixty (3060) days after the end of each calendar quartermonth commencing with the first full month after the date hereof and continuing until the earlier of (X) twelve (12) calendar months following the date hereof or (Y) the date of a Secondary Market Transaction;
(c) quarterly balance sheets, operating statements for the Property and a Rent Roll, within sixty (60) days after the end of each March, June, September and December commencing with the calendar quarter during which the Borrower is permitted to cease submitting monthly operating statements under subsection (b) above;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; and
(f) if, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Lender (A) within ten (10) Business Days after notice from Lender in connection with the preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933, as amended and the Exchange Act. As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in each case in preliminary or final form, used to offer securities in connection with a securitization. As used herein, “Significant Obligor” shall have the meaning set forth in Item 1101(k) of Regulation AB. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, are not prepared in accordance with the foregoing requirements or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given Borrower at least thirty (30) days notice of such failure and opportunity to cure, Grantee (i) Borrower shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 per reporting period, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (NNN Healthcare/Office REIT, Inc.)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives representatives, agents, and employees shall have the right to examine, copy and audit GrantorXxxxxxxx's records and books of account at all reasonable timestimes and, except during an emergency or following the occurrence and during the continuance of an Event of Default, upon reasonable advance written notice. So long as this Security Deed continues in effect, Grantor Borrower shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, Lender the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertainpertain and, as applicableif financial statements, be prepared compiled in accordance with generally accepted accounting principles consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) during the first twelve (12) months of the Loan, promptly upon request, operating statements for the Property for the immediately preceding twelve month period and a rent roll for the preceding month;
(b) copies of all tax returns filed by GrantorXxxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyannually, within thirty (30) days after the end of each calendar quarteryear, operating statements for the Property for the immediately preceding twelve (12) month period and a rent roll for the Property containing the name of each tenant, the space occupied by such tenant, the lease commencement date and expiration date, security deposit, rent, additional rent, arrearages, and such other information as may customarily be reflected thereon or reasonably requested by Xxxxxx;
(d) annual balance sheets for the Property and annual financial statements for GrantorBorrower within ninety (90) days after the end of each fiscal year and, upon Xxxxxx's request, financial statements from each principal indemnitor and guarantor under the Loan; and
(e) such other information with respect to the Property, Borrower, the principals, members or general partner in Grantorpartners of Borrower, as applicable, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Note secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, hereby which may be requested from time to time by GranteeXxxxxx, within a reasonable time after the applicable request. If In the event Borrower fails to supply any of the aforementioned materials are not furnished to Grantee within financial information as and when required in items (a) through (e) above or, upon the applicable time periods or Grantee is dissatisfied with the contents occurrence of any an Event of the foregoingDefault, Lender, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, right (but not no obligation) to make or cause to be made such inspections of the obligation after notice Property and a 30 day right to cure, to obtain such audits of Borrower and/or the same by means of an audit by an independent certified public accountant selected by GranteeProperty as Lender shall determine, in which event Grantor its sole discretion, by such Person(s) as Lender deems appropriate. Xxxxxxxx agrees to pay, pay or to reimburse Grantee for, Lender for any expense of such audit incurred therefor and further agrees to provide and/or make available all necessary information to said accountant and personnel and to otherwise cooperate in connection with any such inspection or audit. If Xxxxxxxx fails to pay or reimburse Lender within ten (10) days of a request by Lender therefor, the making of such auditamounts so owed shall be added to the Debt and shall accrue interest at the Default Rate.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Instrument continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarterFebruary, April, June, August, October and December;
(c) current rent rolls for the Property, within thirty (30) days after the end of each February, April, June, August, October and December;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Loan secured hereby, hereby within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorBorrower, the principals principals, each manager, managing member or general partners in Grantorpartner of Borrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Loan secured hereby, which may be requested from time to time by GranteeLender, within a reasonable time after the applicable request. If Borrower fails to timely furnish Lender with any of the financial information, statements and/or reports set forth above within the required time periods, Lender shall be entitled to receive a late charge equal to $500.00 for each such information, statement or report not so furnished to Lender (the “Financial Late Charge”). The Financial Late Charge shall be due and payable by Borrower immediately upon receipt by Borrower of an invoice for same from Lender. Until paid, the Financial Late Charge shall bear interest at the Default Interest Rate, and shall be deemed additional indebtedness of Borrower secured by the Loan Documents. In addition, if any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods or Grantee Lender is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Lender contained herein, Grantee Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.. Borrower agrees that any and all materials furnished hereunder are the property of Lender (and Lender’s servicer) and may be released and made available to such parties as Lender or its servicer deems appropriate,
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable timestimes upon and during the continuation of an Event of Default. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct in all material respects by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance reasonably acceptable to Grantee:Lender (such statements and information substantially in the same form as provided to Lender prior to the closing of the Loan shall be acceptable to Lender):
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly quarterly unaudited operating statements for the Property and a Rent Roll, within ten forty-five (1045) days after the end of each month during of the first twelve months three (3) fiscal quarters of each fiscal year commencing with the first (1st) of such quarter to occur following the first (1st) anniversary of the term of the loan secured herebydate hereof;
(cb) quarterly annual unaudited operating statements for the PropertyProperty (together with a Rent Roll) and annual financial statements for Borrower, and each Indemnitor, if any, within thirty one hundred twenty (30120) days after the end of each calendar quarter;fiscal year of such entity.
(c) such other information with respect to the Property, Borrower and each Indemnitor, if any, which may be reasonably requested, prior to a Secondary Market Transaction, from time to time by Lender, within a reasonable time after the applicable request; and
(d) annual balance sheets If, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and annual any other parcel(s) of real property, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender reasonably expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender reasonably expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for Grantorsuch securitization may, each or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization does, equal or general partner exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in Grantor, and each indemnitor and guarantor under any indemnity the securitization. Such financial data or guaranty executed financial statements shall be furnished to Lender (A) within thirty (30) Business Days after notice from Lender in connection with the loan secured herebypreparation of Disclosure Documents for the securitization, within (B) not later than sixty (60) days after the end of each fiscal quarter of Borrower and (C) not later than ninety (90) days after the end of each calendar yearfiscal year of Borrower; and
provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (eB) such other information or (C) of this sentence with respect to any period for which a filing pursuant to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed Securities Exchange Act of 1934 in connection with or relating to the loan secured herebysecuritization (an “Exchange Act Filing”) is not required. As used herein, which may be requested from time to time by Grantee“Regulation AB” shall mean Regulation AB under the Securities Act of 1933 and the Securities Exchange Act of 1934 (as amended). As used herein, within “Disclosure Document” shall mean a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee within the applicable time periods prospectus, prospectus supplement, private placement memorandum, or Grantee is dissatisfied with the contents of any of the foregoingsimilar offering memorandum or offering circular, in addition each case in preliminary or final form, used to any other rights and remedies of Grantee contained offer securities in connection with a securitization. As used herein, Grantee “Significant Obligor” shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means meaning set forth in Item 1101(k) of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such auditRegulation AB.
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Fixture Filing (KBS Real Estate Investment Trust, Inc.)
Financial Statements and Books and Records. Grantor shall keep ------------------------------------------ accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor (or on behalf of Grantor, if consolidated with any other affiliated entity), within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty fifteen (3015) days after the end of each calendar quartermonth for the first twelve (12) calendar months of the Note, and within fifteen (15) days after the end of each March, June, September and December thereafter;
(c) current rent rolls for the Property, within fifteen (15) days after the end of each March, June, September and December, provided, rent rolls shall be delivered monthly for the first twelve (12) calendar months of the Note;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals principals, members or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Grantor agrees that any and all materials furnished hereunder are the property of Beneficiary (and Beneficiary's servicer) and may be released to such parties as Beneficiary or its servicer deems appropriate, including FNMA, FHLMC, DLJ Mortgage Acceptance Corp., Xxxxxxxxx, Xxxxxx & Xxxxxxxx Securities Corporation and any affiliates, any issuer, underwriter, certificate holder or trustee with respect to securities issued in connection with the sale of this Deed of Trust or any rating agency responsible for rating such securities from time to time.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Nei Webworld Inc)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Trust Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So Prior to the first Sale hereunder, and for so long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by the chief financial officer of the REIT, and, with respect to the financial statements and information set forth in subsection (e) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Beneficiary:
(a) monthly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar months following the date hereof; and
(b) quarterly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(c) copy of the REIT's 10-Q as filed with the Securities and Exchange Commission, within forty-five (45) days after the end of each calendar quarter following the date hereof;
(d) annual balance sheets and statement of operations for the Trust Property;
(e) the REIT's annual financial statements, within ninety (90) days after the end of each calendar year;
(f) annual occupancy summary for the Real Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Beneficiary. Following the first Sale hereunder, and for so long as this Deed of Trust continues in effect, Grantor shall provide to Beneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(bx) monthly operating statements for the Property Trust Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured hereby;date hereof; and
(c) quarterly operating statements for the Trust Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Trust Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year;
(e) annual occupancy summary for the Trust Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Beneficiary; and
(ef) such other information with respect to the Trust Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoingforegoing and has notified Grantor of its dissatisfaction, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation obligation, after notice and a 30 day right Grantor's failure to curecure such satisfaction within thirty (30) bxxxxxxx days following Grantor's receipt of such notice, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Ucc Fixture Filing (Apple Suites Inc)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed Instrument continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each March, June, September and December, provided, notwithstanding the foregoing to the contrary, operating statements shall be delivered monthly within thirty (30) days after the end of each calendar quartermonth until the occurrence of a Securitization;
(c) current rent rolls for the Property, within thirty (30) days after the end of each March, June, September and December, provided, notwithstanding the foregoing to the contrary, rent rolls shall be delivered monthly within thirty (30) days after the end of each calendar month until the occurrence of a Securitization;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal principal, manager, managing member or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Loan secured hereby, hereby within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals principals, each manager, managing member or general partners in partner of Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Loan secured hereby, which may be requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If Grantor fails to timely furnish Beneficiary with any of the financial information, statements and/or reports set forth above within the required time periods, Beneficiary shall be entitled to receive a late charge equal to $500.00 for each such information, statement or report not so furnished to Beneficiary (the “Financial Late Charge”). The Financial Late Charge shall be due and payable by Grantor immediately upon receipt by Grantor of an invoice for same from Beneficiary. Until paid, the Financial Late Charge shall bear interest at the Default Interest Rate, and shall be deemed additional indebtedness of Grantor secured by the Loan Documents. In addition, if any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.. Grantor agrees that any and all materials furnished hereunder are the property of Beneficiary (and Beneficiary's servicer) and may be released and made available to such parties as Beneficiary or its servicer deems appropriate,
Appears in 1 contract
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Mortgagor’s records and books of account at all reasonable timestimes and upon prior reasonable notice to Mortgagor. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which shall be in the form and substance reasonably acceptable to Mortgagee and all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable. With respect to the financial statements and information set forth in subsection (d) hereof as it relates to Mortgagor or the Property, the same must be prepared by an independent certified public accountant in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Granteeif reasonably required by Mortgagee after an Event of Default:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty sixty (3060) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, stated on a month-by-month basis including Rent Rolls and physical occupancy statements, within thirty (30) days after the end of the quarter during which the closing occurs, and after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the date hereof;
(dc) annual balance sheets for the Property and annual financial statements and federal tax returns for Grantor, each principal or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity general partner or guaranty executed managing member in connection with the loan secured hereby, Mortgagor within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(ed) such other information with respect to the Property, GrantorMortgagor, the principals or general partners managing members in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request; and
(e) monthly operating statements and Rent Roll for the Property, by the fifteenth business day of the first full month following the closing of the Loan and by the fifteenth business day of each month thereafter until such time as Mortgagee securitizes the Loan. If In the event of any failure of Mortgagor to provide any of the aforementioned statements or other materials are not furnished referred to Grantee above in this Section 9.2 within twenty (20) days after the date due, Mortgagor shall, in Mortgagee’s sole and absolute discretion, be subject to a charge in the amount of One Thousand Five Hundred and 00/100 Dollars ($1,500.00) which amount shall be paid to Mortgagee, together with interest thereon at the Default Interest Rate from the date that the applicable time periods statement or Grantee other material was required to be delivered to Mortgagee until the date such amount is dissatisfied with paid to it, immediately on demand by Mortgagee. In addition, in the contents event of (i) any failure to provide any of the foregoing, statements or other materials referred to above in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.this
Appears in 1 contract
Financial Statements and Books and Records. Grantor Each Borrower shall keep accurate books and records of account of the Individual Property that it owns and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's each Borrower’s records and books of account at all reasonable times. So long as this Security Deed continues in effectthe Loan is outstanding, Grantor each Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor the applicable Borrower or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by Grantorsuch Borrower, within thirty sixty (3060) days after the date of filing;
(b) monthly operating statements for the Individual Property within ten (10) days after that the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the PropertyBorrower owns, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar quartermonths following the date hereof; and
(c) quarterly operating statements for the Individual Property that the Borrower owns, within forty-five (45) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Individual Property that the Borrower owns and annual financial statements for Grantorsuch Borrower, each principal or general partner in Grantorsuch Borrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and;
(e) such other information with respect to the PropertyIndividual Property that the Borrower owns, Grantorsuch Borrower, the principals or general partners in Grantorsuch Borrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified the applicable Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given such Borrower at least 30 days notice of such failure, Grantee (i) Borrowers shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 for each of the aforementioned materials that is not prepared in accordance with generally accepted accounting principles, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor agrees Borrowers agree to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with sound accounting practices relating to the real estate industry, in accordance with generally accepted accounting principlesprincipals, consistently applied. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted accounting principles principals, consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyand a Rent Roll, within thirty sixty (3060) days after the end of each calendar quartermonth commencing with the first full month after the date hereof and continuing until the earlier of (X) twelve (12) calendar months following the date hereof or (Y) the date of a Secondary Market Transaction;
(c) quarterly balance sheets, operating statements for the Property and a Rent Roll, within sixty (60) days after the end of each March, June, September and December commencing with the calendar quarter during which the Borrower is permitted to cease submitting monthly operating statements under subsection (b) above;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; and
(f) if, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Lender (A) within ten (10) Business Days after notice from Lender in connection with the preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933, as amended and the Exchange Act. As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in each case in preliminary or final form, used to offer securities in connection with a securitization. As used herein, “Significant Obligor” shall have the meaning set forth in Item 1101(k) of Regulation AB. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, are not prepared in accordance with the foregoing requirements or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given Borrower at least thirty (30) days notice of such failure and opportunity to cure, Grantee (i) Borrower shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 per reporting period, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Fixture Filing (NNN Healthcare/Office REIT, Inc.)
Financial Statements and Books and Records. (a) Grantor shall will keep accurate books and records maintain or will cause to be kept and maintained on a fiscal year basis, in accordance with the Uniform System of account of the Property Accounts as revised from time to time and its own financial affairs sufficient to permit the preparation therefrom of financial statements therefrom in accordance with generally accepted accounting principles. Grantee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance the United States of America ("GAAP") (or such other accounting basis reasonably acceptable to Grantee:
Beneficiary) consistently applied, proper and accurate books, records and accounts reflecting (ai) all of the financial affairs of Grantor and (ii) all items of income and expense in connection with the operation of the Property or in connection with any services, equipment or furnishings provided in connection with the operation thereof, whether such income or expense may be realized by Grantor or by any other person whatsoever, excepting lessees unrelated to and unaffiliated with Grantor who have leased from Grantor portions of the Property for the purpose of occupying the same. Beneficiary shall have the right from time to time at all times during normal business hours upon reasonable notice to examine such books, records and accounts at the office of Grantor or other person maintaining such books, records and accounts and to make such copies or extract thereof as Beneficiary shall desire. After the occurrence of all tax returns filed an Event of Default, Grantor shall pay any costs and expenses incurred by Beneficiary to examine Grantor's accounting records with respect to the Property, within thirty (30) days after as Beneficiary shall determine to be necessary or appropriate in the date protection of filing;Grantor's interest.
(b) monthly operating statements for the Property Grantor will furnish Beneficiary annually, within ten ninety (1090) days after following the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) fiscal year annual balance sheets for the Property Property, and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or and guaranty executed in connection with the loan secured herebyLoan, annualized and audited by an independent certified public accountant that is acceptable to Beneficiary in accordance with GAAP (or such other accounting basis reasonably acceptable to Beneficiary) consistently applied. Together with such annual statement, Grantor shall furnish to Beneficiary an Officer's Certificate (as such term is defined in the Cash Management Agreement) certifying as of the date thereof (i) that such statement accurately represents the results of operations all in accordance with GAAP consistently applied and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Grantor, and if such event or circumstances exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance.
(c) Grantor will furnish Beneficiary monthly, within ninety thirty (9030) days after following the end of each calendar year; and
month, with a true, complete and correct cash flow statement (eunaudited) such other information and approved by Beneficiary with respect to the Property, together with a certification of the Manager stating that such cash flow statement is true, complete and correct.
(d) Grantor will furnish Beneficiary monthly, within twenty (20) days following the end of each month, with a certification of the Manager stating that all Operating Expenses (as such term is defined in the Cash Management Agreement) with respect to the Property which had accrued as of the last day of the month preceding the delivery of the cash flow statement referred to in clause (c) above have been fully paid or otherwise reserved or provided for by the Manager (such certification or any certification furnished by a Manager pursuant to clause (c) above, a "Manager Certification").
(e) Grantor shall furnish to Beneficiary, within thirty (30) days after Beneficiary's request therefor, with such further detailed information with respect to the operation of the Property and the financial affairs of Grantor as may be reasonably requested by Beneficiary.
(f) Grantor shall furnish to Beneficiary copies of all tax returns filed by Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by Grantee, within a reasonable time thirty (30) days after the applicable requestdate of the filing. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods periods, Grantor shall pay to Beneficiary a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Beneficiary within the applicable time periods, or Grantee there is evidence of an Event of Default hereunder or under any of the other Loan Documents and Beneficiary is reasonably dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.. Grantor agrees that any and all materials furnished hereunder are the property of Beneficiary (and Beneficiary's servicer) and may be released and made available to such parties as Beneficiary or its servicer deems appropriate in connection with the servicing the Grand Loan, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction. For purposes hereof, a "Secondary Market Transaction" shall be (a) any sale or assignment of this Deed of Trust, Note and other Loan Documents to one or more investors as a whole loan, (b) a participation of the Loan to one or more investors,
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with sound accounting practices relating to the real estate industry, in accordance with generally accepted accounting principlesprincipals, consistently applied. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted sound accounting principles practices relating to the real estate industry, on a Cash/Tax basis, consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyand a Rent Roll, within thirty sixty (3060) days after the end of each calendar quartermonth commencing with the first full month after the date hereof and continuing until the earlier of (X) twelve (12) calendar months following the date hereof or (Y) the date of a Secondary Market Transaction;
(c) quarterly balance sheets, operating statements for the Property and a Rent Roll, within sixty (60) days after the end of each March, June, September and December commencing with the calendar quarter during which the Borrower is permitted to cease submitting monthly operating statements under subsection (b) above;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; and
(f) if, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Lender (A) within ten (10) Business Days after notice from Lender in connection with the preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933, as amended and the Exchange Act. As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in each case in preliminary or final form, used to offer securities in connection with a securitization. As used herein, “Significant Obligor” shall have the meaning set forth in Item 1101(k) of Regulation AB. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, are not prepared in accordance with the foregoing requirements or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given Borrower at least thirty (30) days notice of such failure and opportunity to cure, Grantee (i) Borrower shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 per reporting period, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed to Secure Debt, Security Agreement and Fixture Filing (NNN Healthcare/Office REIT, Inc.)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's ’s records and books of account at all reasonable timestimes upon reasonable prior notice to Grantor. So long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance reasonably acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty fifteen (3015) days after the end of each March, June, September and December, provided, operating statements shall be delivered monthly for the first twelve (12) full calendar quartermonths of the Note;
(c) current rent rolls for the Property, within fifteen (15) days after the end of each March, June, September and December, provided, rent rolls shall be delivered monthly for the first twelve (12) full calendar months of the Note;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal principal, member or general partner in GrantorGrantor with an ownership interest in excess of 51%, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals principals, members or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be reasonably requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods and any applicable grace periods provided in Section 2.1 herein, Grantor shall pay to Lender a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Beneficiary within the applicable time periods and any applicable grace periods provided in Section 2.1 herein, or Grantee is dissatisfied with the contents of any of the foregoingforegoing are not reasonably satisfactory to Beneficiary, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Grantor agrees that any and all materials furnished hereunder are the property of Beneficiary (and Beneficiary’s servicer) and may be released and made available to such parties as Beneficiary or its servicer deems necessary in the course of its business, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction. For purposes hereof, a “Secondary Market Transaction" shall be (a) any sale or assignment of this Deed of Trust, Note and other Loan Documents to one or more investors as a whole loan, (b) a participation of the Loan to one or more investors, (c) any deposit of this Deed of Trust, Note and other Loan Documents with a trust or other entity which may sell certificates or other instruments to investors evidencing an ownership interest in the assets of such trust or other entity, or (d) any other sale, assignment or transfer of the Loan or any interest therein to one or more investors. If at any time during which the Loan is an asset of a securitization or is otherwise an asset of any rated transaction, “Rating Agency" shall mean the rating agency or rating agencies that from time to time rate the securities, certificates or other instruments issued in connection with such securitization or other transaction.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Grubb & Ellis Healthcare REIT II, Inc.)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Property, within ten twenty (1020) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured herebydate hereof;
(c) quarterly operating statements for the PropertyProperty and a Rent Roll, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If ; and
(f) If, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcei(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials are not furnished definition of Significant Obligor, to Grantee within the applicable time periods Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or Grantee secured by a Related Property that is dissatisfied included in a securitization with the contents of any Loan (a “Related Loan”), as of the foregoingcut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in addition to any other rights the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and remedies meeting the requirements thereof, if Lender expects that the principal amount of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.Loan
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Fixture Filing (Campus Crest Communities, Inc.)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable timestimes and upon reasonable prior notice. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property (including a current Rent Roll to the extent required under Paragraph 1.12(c) above), within ten (10) days after the end of each month during the first twelve (12) months of the term of the loan secured herebyLoan Or until the occurrence of a Secondary Market Transaction;
(cb) quarterly operating statements for the Property, Property within thirty twenty (3020) days after the end of each calendar quarter;
(dc) annual balance sheets operating statements for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Guarantor within ninety (90) days after the end of each calendar year, each certified by the chief financial officer of Mortgagor (or Guarantor, as the case may be) to be true, complete and correct and, if requested by Mortgagee, such statements shall be audited, by an independent certified public accountant reasonably acceptable to Mortgagee; and
(ed) such other information with respect to the Property, GrantorMortgagor, the principals or general partners Or managing members, as applicable, in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is in good faith dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (Corporate Property Associates 16 Global Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted sound accounting principlespractices relating to the real estate industry, on a Cash/Tax basis, consistently applied. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted sound accounting principles practices relating to the real estate industry, on a Cash/Tax basis, consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyand a Rent Roll, within thirty sixty (3060) days after the end of each calendar quartermonth commencing with the first full month after the date hereof and continuing until the earlier of (X) twelve (12) calendar months following the date hereof or (Y) the date of a Secondary Market Transaction;
(c) quarterly balance sheets, operating statements for the Property and a Rent Roll, within sixty (60) days after the end of each March, June, September and December commencing with the calendar quarter during which the Borrower is permitted to cease submitting monthly operating statements under subsection (b) above;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; and
(f) if, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Lender (A) within ten (10) Business Days after notice from Lender in connection with the preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933, as amended and the Exchange Act. As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in each case in preliminary or final form, used to offer securities in connection with a securitization. As used herein, “Significant Obligor” shall have the meaning set forth in Item 1101(k) of Regulation AB. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, are not prepared in accordance with the foregoing requirements or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given Borrower at least thirty (30) days notice of such failure and opportunity to cure, Grantee (i) Borrower shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 per reporting period, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Trust Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So Prior to the first Sale hereunder, and for so long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by the chief financial officer of the REIT, and, with respect to the financial statements and information set forth in subsection (e) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Beneficiary:
(a) monthly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar months following the date hereof; and
(b) quarterly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(c) copy of the REIT's 10-Q as filed with the Securities and Exchange Commission, within forty-five (45) days after the end of each calendar quarter following the date hereof;
(d) annual balance sheets and statement of operations for the Trust Property;
(e) the REIT's annual financial statements, within ninety (90) days after the end of each fiscal year of the REIT;
(f) annual occupancy summary for the Real Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Beneficiary. Following the first Sale hereunder, and for so long as this Deed of Trust continues in effect, Grantor shall provide to Beneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by GrantorXxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Trust Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured hereby;date hereof; and
(c) quarterly operating statements for the Trust Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Trust Property and annual financial statements for Grantor, each principal or general partner in Grantor, Grantor and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Trust Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoingforegoing and has notified Grantor of its dissatisfaction, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation obligation, after notice and a 30 day right Xxxxxxx's failure to curecure such satisfaction within thirty (30) business days following Grantor's receipt of such notice, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Cornerstone Realty Income Trust Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Property, within ten twenty (1020) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured herebydate hereof;
(c) quarterly operating statements for the PropertyProperty and a Rent Roll, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If ; and
(f) If, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(l) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are not included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Grantee Lender (A) within the applicable time periods or Grantee is dissatisfied ten (10) Business Days after notice from Lender in connection with the contents preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934 in connection with or relating to the foregoingsecuritization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933 and the Securities Exchange Act of 1934 (as amended). As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in addition each case in preliminary or final form, used to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, offer securities in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.connection with a
Appears in 1 contract
Samples: Deed to Secure Debt, Security Agreement and Fixture Filing (Campus Crest Communities, Inc.)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Trust Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So Prior to the first Sale hereunder, and for so long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by the chief financial officer of the REIT, and, with respect to the financial statements and information set forth in subsection (e) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Beneficiary:
(a) monthly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar months following the date hereof; and
(b) quarterly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(c) copy of the REIT's 10-Q as filed with the Securities and Exchange Commission, within forty-five (45) days after the end of each calendar quarter following the date hereof;
(d) annual balance sheets and statement of operations for the Trust Property;
(e) the REIT's annual financial statements, within ninety (90) days after the end of each fiscal year of the REIT;
(f) annual occupancy summary for the Real Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Beneficiary. Following the first Sale hereunder, and for so long as this Deed of Trust continues in effect, Grantor shall provide to Beneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Trust Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured hereby;date hereof; and
(c) quarterly operating statements for the Trust Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Trust Property and annual financial statements for Grantor, each principal or general partner in Grantor, Grantor and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Trust Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoingforegoing and has notified Grantor of its dissatisfaction, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation obligation, after notice and a 30 day right Grantor's failure to curecure such satisfaction within thirty (30) buxxxxxx days following Grantor's receipt of such notice, to obtain the same by means of an audit xxxxx by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Cornerstone Realty Income Trust Inc)
Financial Statements and Books and Records. (a) Grantor shall will keep accurate books and records maintain or will cause to be kept and maintained on a fiscal year basis, in accordance with the Uniform System of account of the Property Accounts as revised from time to time and its own financial affairs sufficient to permit the preparation therefrom of financial statements therefrom in accordance with generally accepted accounting principles. Grantee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance the United States of America ("GAAP") (or such other accounting basis reasonably acceptable to Grantee:
Beneficiary) consistently applied, proper and accurate books, records and accounts reflecting (ai) all of the financial affairs of Grantor and (ii) all items of income and expense in connection with the operation of the Property or in connection with any services, equipment or furnishings provided in connection with the operation thereof, whether such income or expense may be realized by Grantor or by any other person whatsoever, excepting lessees unrelated to and unaffiliated with Grantor who have leased from Grantor portions of the Property for the purpose of occupying the same. Beneficiary shall have the right from time to time at all times during normal business hours upon reasonable notice to examine such books, records and accounts at the office of Grantor or other person maintaining such books, records and accounts and to make such copies or extract thereof as Beneficiary shall desire. After the occurrence of all tax returns filed an Event of Default, Grantor shall pay any costs and expenses incurred by Beneficiary to examine Grantor's accounting records with respect to the Property, within thirty (30) days after as Beneficiary shall determine to be necessary or appropriate in the date protection of filing;Grantor's interest.
(b) monthly operating statements for the Property Grantor will furnish Beneficiary annually, within ten ninety (1090) days after following the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) fiscal year annual balance sheets for the Property Property, and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or and guaranty executed in connection with the loan secured herebyLoan, annualized and audited by an independent certified public accountant that is acceptable to Beneficiary in accordance with GAAP (or such other accounting basis reasonably acceptable to Beneficiary) consistently applied. Together with such annual statement, Grantor shall furnish to Beneficiary an Officer's Certificate (as such term is defined in the Cash Management Agreement) certifying as of the date thereof (i) that such statement accurately represents the results of operations all in accordance with GAAP consistently applied and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Grantor, and if such event or circumstances exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance.
(c) Grantor will furnish Beneficiary monthly, within ninety thirty (9030) business days after following the end of each calendar year; and
month, with a true, complete and correct cash flow statement (eunaudited) such other information and approved by Beneficiary with respect to the Property, together with a certification of the Manager stating that such cash flow statement is true, complete and correct.
(d) Grantor will furnish Beneficiary monthly, within twenty (20) days following the end of each month, with a certification of the Manager stating that all Operating Expenses (as such term is defined in the Cash Management Agreement) with respect to the Property which had accrued as of the last day of the month preceding the delivery of the cash flow statement referred to in clause (c) above have been fully paid or otherwise reserved or provided for by the Manager (such certification or any certification furnished by a Manager pursuant to clause (c) above, a "Manager Certification").
(e) Grantor shall furnish to Beneficiary, within thirty (30) days after Beneficiary's request therefor, with such further detailed information with respect to the operation of the Property and the financial affairs of Grantor as may be reasonably requested by Beneficiary.
(f) Grantor shall furnish to Beneficiary copies of all tax returns filed by Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by Grantee, within a reasonable time thirty (30) days after the applicable requestdate of the filing. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods periods, Grantor shall pay to Beneficiary a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Beneficiary within the applicable time periods, or Grantee there is evidence of an Event of Default hereunder or under any of the Loan Documents and Beneficiary is reasonably dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Grantor agrees that any and all materials furnished hereunder are the property of Beneficiary (and Beneficiary's servicer) and may be released and made available to such parties as Beneficiary or its servicer deems appropriate in connection with the servicing of the Loan, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction. For purposes hereof, a "Secondary Market Transaction" shall be (a) any sale or assignment of this Deed of Trust, Note and other Loan Documents to one or more investors as a whole loan, (b) a participation of the Loan to one or more investors, (c) any deposit of this Deed of Trust, Note and the other Loan Documents with a trust or other entity which may sell certificates or other instruments to investors evidencing an ownership interest in the assets of such trust or other entity, or (d) any other sale, assignment or transfer of the Loan or any interest therein to one or more investors. If at any time during which the Loan is an asset of a securitization or is otherwise an asset of any rated transaction, "Rating Agency" shall mean the rating agency or rating agencies that from time to time rate the securities, certificates or other instruments issued in connection with such securitization or other transaction.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Westcoast Hospitality Corp)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty sixty (3060) days after the end of each calendar quarterMarch, June, September and December, provided, operating statements shall be delivered within ten (10) days of request by Lender in connection with a Secondary Market Transaction;
(c) current rent rolls for the Property, within sixty (60) days after the end of each March, June, September and December, provided, rent rolls shall be delivered shall be delivered within five (5) days of request by Lender in connection with a Secondary Market Transaction;
(d) annual balance sheets sheets, statements of income and expenses and statements of changes in financial position for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Loan within ninety sixty (9060) days after the end of each calendar yearyear prepared and audited by such indemnitor or guarantor of Borrower's primary accountant; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyCountryside Lake Lanier Xxxx, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If any of the materials described in this Section 1.18(a)-(d) are not furnished to Lender within the applicable time periods, Borrower shall pay to Lender a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, or Grantee Lender is reasonably dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Lender contained herein, Grantee Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further Borrower agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Borrower agrees that any and all materials furnished hereunder are the property of Lender (and its Servicer) and may be released and made available to such parties as Lender or its Servicer deems appropriate, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction.
Appears in 1 contract
Samples: Deed to Secure Debt and Security Agreement (Sun Communities Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable timestimes upon and during the continuation of an Event of Default. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct in all material respects by Grantor Borrower or the person Person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance reasonably acceptable to Grantee:Lender (such statements and information substantially in the same form as provided to Lender prior to the closing of the Loan shall be acceptable to Lender):
(a) copies of all tax returns filed quarterly and annual (and prior to a securitization, if requested by GrantorLender, within thirty (30monthly) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertycertified rent rolls signed and dated by Borrower, in a form reasonably acceptable to Lender, within thirty (30) days after the end of each calendar quartermonth, forty five (45) days after the end of each fiscal quarter or one hundred twenty (120) days after the close of each fiscal year of Borrower, as applicable;
(b) quarterly and annual (and prior to a securitization, if requested by Lender, monthly) operating statements prepared and certified by Borrower in a form reasonably acceptable by Lender, detailing the revenues received, the expenses incurred and the net operating income before and after debt service (interest only) for the period of calculation and containing appropriate year-to-date information, within thirty (30) days after the end of each calendar month, forty five (45) days after the end of each fiscal quarter or one hundred and twenty (120) days after the close of each fiscal year of Borrower, as applicable;
(c) annual financial statements (including, without limitation, balance sheets and income statements) of Borrower, prepared and certified by Borrower, in a form reasonably acceptable to Lender, within one hundred twenty (120) days after the close of each fiscal year of such Borrower;
(d) annual balance sheets for the Property and annual financial statements for Grantorof Indemnitor, each principal or general partner if any, in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebya form reasonably acceptable, within ninety one hundred twenty (90120) days after the end close of each calendar year; andfiscal year of such Indemnitor);
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, if any, which may be requested reasonably requested, prior to a Secondary Market Transaction, from time to time by GranteeLender, within a reasonable time after the applicable request;
(f) upon the occurrence and during the continuance of an Event of Default, an annual operating budget, presented on a monthly basis consistent with the annual operating statements described in Section 2.14(b) of above for the Property (each, an “Annual Budget”) not later than twenty (20) days prior to the commencement of each fiscal year of Borrower in form reasonably satisfactory to Lender. If In the event that Lender objects to a proposed Annual Budget submitted by Borrower, Lender shall advise Borrower of such objections within fifteen (15) days after receipt thereof (and deliver to Borrower a reasonably detailed description of such objections) and Borrower shall promptly revise such Annual Budget and resubmit the same to Lender. Lender shall advise Borrower of any objections to such revised Annual Budget within ten (10) days after receipt thereof (and deliver to Borrower a reasonably detailed description of such objections) and Borrower shall promptly revise the same in accordance with the process described in this subsection until Lender approves the Annual Budget. Until such time that Lender approves a proposed Annual Budget, which approval shall not be unreasonably withheld, conditioned or delayed, the most recent Annual Budget shall apply; provided that, such approved Annual Budget shall be adjusted to reflect actual increases in real estate taxes and assessments and insurance premiums, utilities expenses and expenses under the Management Agreement; and
(g) if, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, that is “related”, within the meaning of the aforementioned materials are not definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender reasonably expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender reasonably expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Grantee Lender (A) within the applicable time periods or Grantee is dissatisfied thirty (30) Business Days after notice from Lender in connection with the contents preparation of any Disclosure Documents for the securitization, (B) not later than sixty (60) days after the end of each fiscal quarter of Borrower and (C) not later than seventy five (75) days after the foregoingend of each fiscal year of Borrower; provided, in addition however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any other rights and remedies period for which a filing pursuant to the Securities Exchange Act of Grantee contained 1934 in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, Grantee “Regulation AB” shall have mean Regulation AB under the rightSecurities Act of 1933 and the Securities Exchange Act of 1934 (as amended). As used herein, but not the obligation after notice and “Disclosure Document” shall mean a 30 day right to cureprospectus, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.prospectus
Appears in 1 contract
Samples: Deed of Trust (KBS Real Estate Investment Trust II, Inc.)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) if reasonably requested by Mortgagee quarterly operating statements for the Property, within thirty forty-five (3045) days after the end of each calendar quarter;
(dc) annual balance sheets for the Property and annual financial statements for GrantorMortgagor, each principal or general partner partner, if applicable, in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, and, if reasonably requested by Mortgagee, annual balance sheets for the Property, all within ninety (90) days after the end of each calendar year; and
(ed) such other information with respect to the Property, GrantorMortgagor, the principals or general partners partners, if applicable, in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (Usa Detergents Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor the Chief Financial Officer of Borrower or the person or entity to which they pertain, as applicable, and, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty forty-five (3045) days after the date of filing;
(b) monthly operating statements for the Property within ten forty-five (1045) days after the end of each month during until the first earlier to occur of (X) the date that is twelve (12) months following the date hereof and (Y) the occurrence of the term of the loan secured herebya Secondary Market Transaction;
(c) quarterly operating statements for the Property, within thirty forty-five (3045) days after the end of each calendar quarterquarter from and after the earlier to occur of (X) the date that is twelve (12) months following the date hereof and (Y) the occurrence of a Secondary Market Transaction;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under Indemnitor (including any indemnity or guaranty executed in connection with the loan secured herebyForm 10K filings), within ninety one hundred twenty (90120) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If .
(f) If, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials are not furnished definition of Significant Obligor, to Grantee within the applicable time periods Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or Grantee secured by a Related Property that is dissatisfied included in a securitization with the contents of any Loan (a “Related Loan”), as of the foregoingcut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in addition to any other rights the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and remedies of Grantee contained hereinmeeting the requirements thereof, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.if Lender expects that the
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (Mack Cali Realty Corp)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for GrantorMortgagor, each principal or general partner member in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, hereby within ninety one hundred twenty (90120) days after the end of each calendar yearyear audited by an independent certified public accountant; and
(ec) such other information with respect to the Property, GrantorMortgagor, the principals or general partners members in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If Mortgagor agrees that any and all materials furnished hereunder are the property of the aforementioned materials are not furnished Mortgagee (and Mortgagee's servicer) and may be released to Grantee within the applicable time periods such parties as Mortgagee or Grantee is dissatisfied its servicer deems appropriate, including FNMA, FHLMC, Donaldson, Lufkin & Jenretxx Xxxxxxtixx Xxxporxxxxx xxd any affiliates, any issuer, underwriter, certificateholder or trustee with respect to securities issued in connection with the contents sale of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to paythis Mortgage, or any rating agency responsible for rating such securities from time to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audittime.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives representatives, agents, and employees shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonaxxx xxxxs and, except during an emergency or following the occurrence and during the continuance of an Event of Default, upon reasonable timesadvance written notice. So long as this Security Deed continues in effect, Grantor Borrower shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, Lender the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertainpertain and, as applicableif financial statements, be prepared compiled in accordance with generally accepted accounting principles consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) during the first twelve (12) months of the Loan, promptly upon request, operating statements for the Property for the immediately preceding twelve month period and a rent roll for the preceding month;
(b) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured herebyfixxxx;
(c) quarterly operating statements for the Propertyannually, within thirty (30) days after the end of each calendar quarteryear, operating statements for the Property for the immediately preceding twelve (12) month period and a rent roll for the Property containing the name of each tenant, the space occupied by such tenant, the lease commencement date and expiration date, security deposit, rent, additional rent, arrearages, and such other information as may customarily be reflected thereon or reasonably requested by Lender;
(d) annual balance sheets for the Property and annual financial statements for GrantorXxxxxxer within ninety (90) days after the end of each fiscal year and, upon Lender's request, financial statements from each principal indemxxxxx and guarantor under the Loan; and
(e) such other information with respect to the Property, Borrower, the principals, members or general partner in Grantorpartners of Borrower, as applicable, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan Note secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, hereby which may be requested from time to time by GranteeLender, within a reasonable time after the applicable requestxxxxxxt. If In the event Borrower fails to supply any of the aforementioned materials are not furnished to Grantee within financial information as and when required in items (a) through (e) above or, upon the applicable time periods or Grantee is dissatisfied with the contents occurrence of any an Event of the foregoingDefault, Lender, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, right (but not no obligation) to make or cause to be made such inspections of the obligation after notice Property and a 30 day right to cure, to obtain such audits of Borrower and/or the same by means of an audit by an independent certified public accountant selected by GranteeProperty as Lender shall determine, in which event Grantor its sole discretion, by such Person(s) as Lender deems appropriate. Borrower agrees to pay, pay or to reimburse Grantee for, Lender for any expense of such audit xxxxxxx incurred therefor and further agrees to provide and/or make available all necessary information to said accountant and personnel and to otherwise cooperate in connection with any such inspection or audit. If Borrower fails to pay or reimburse Lender within ten (00) xxxx of a request by Lender therefor, the making of such auditamounts so owed shall be added to the Debt and shall accrue interest at the Default Rate.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted sound accounting and management principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and shall include information and be in form and substance reasonably acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower (or, as the case may be, any of the entities comprising Borrower), within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar quartermonths following the date hereof;
(c) quarterly operating statements for the Property and a Rent Roll, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, any equity owner of Borrower with majority voting or other control or majority economic interest (or, as the principals or general partners in Grantorcase may be, any of the entities comprising Borrower), and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If ; and
(f) If, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are not included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Grantee Lender (A) within the applicable time periods or Grantee is dissatisfied ten (10) Business Days after notice from Lender in connection with the contents preparation of any Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the foregoingend of each fiscal year of Borrower; provided, in addition however, that Borrower shall not be obligated to any other rights and remedies furnish financial data or financial statements pursuant to clauses (B) or (C) of Grantee contained hereinthis sentence (i) which are audited, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.(ii)
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (Industrial Income Trust Inc.)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and , with respect to the financial statements and information set forth in subsection (d) hereof, compiled by an independent certified public accountant, be prepared in accordance with generally accepted the income tax basis of accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing, including extensions;
(b) monthly operating statements for the Property within ten (10net operating income on an accrual basis) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar quartermonths following the date hereof; and
(c) quarterly operating statements for the Property on the same basis as the monthly operating statements described above, and a Rent Roll, within forty-five (45) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets sheet and statement of operations for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If If, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials are not furnished definition of Significant Obligor, to Grantee within the applicable time periods Property (a “ Related Property ”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or Grantee secured by a Related Property that is dissatisfied included in a securitization with the contents of any Loan (a “Related Loan”), as of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.cut-off date for such
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (Acadia Realty Trust)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Property, within ten twenty (1020) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured herebydate hereof;
(c) quarterly operating statements for the PropertyProperty and a Rent Roll, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; and
(f) If, at the time one or more Disclosure Documents (as defined below) are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Lender (A) within ten (10) Business Days after notice from Lender in connection with the preparation of Disclosure Documents for the securitization, (B) not later than thirty (30) days after the end of each fiscal quarter of Borrower and (C) not later than seventy-five (75) days after the end of each fiscal year of Borrower; provided, however, that Borrower shall not be obligated to furnish financial data or financial statements pursuant to clauses (B) or (C) of this sentence with respect to any period for which a filing pursuant to the Securities Exchange Act of 1934 in connection with or relating to the securitization (an “Exchange Act Filing”) is not required. As used herein, “Regulation AB” shall mean Regulation AB under the Securities Act of 1933 and the Securities Exchange Act of 1934 (as amended). As used herein, “Disclosure Document” shall mean a prospectus, prospectus supplement, private placement memorandum, or similar offering memorandum or offering circular, in each case in preliminary or final form, used to offer securities in connection with a securitization. As used herein, “Significant Obligor” shall have the meaning set forth in Item 1101 (k) of Regulation AB. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, are not prepared in accordance with generally accepted accounting principles or Grantee Lender is dissatisfied with the contents form of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained hereinherein and provided Lender has given Borrower at least ten (10) days notice of such failure and opportunity to cure, Grantee (i) Borrower shall pay to Lender upon demand, at Lender’s option and in its sole discretion, an amount equal to $2,500 per reporting period, and (ii) Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Fixture Filing (Campus Crest Communities, Inc.)
Financial Statements and Books and Records. Grantor Mortgagor shall keep cause to be kept accurate books and records of account of the Mortgaged Property and its own and Guarantor's financial affairs sufficient to permit the preparation of the financial statements therefrom information required by this Mortgage and the other Loan Documents in accordance with generally accepted accounting principles. Grantee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Grantee:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Mortgaged Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months following the date hereof;
(b) within forty-five (45) days following the end of the term each fiscal quarter of the loan secured herebyGuarantor, Guarantor's 10-Q report;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after following the end of each calendar yearfiscal year of Guarantor, Guarantor's 10-K report; and
(ed) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Mortgaged Property and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which Guarantor that may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. Notwithstanding anything to the contrary in clause (b), (c) or (d) above, if Guarantor shall obtain an extension for the filing of its 10-Q or 10-K reports, Mortgagor shall provide or cause to be provided to Mortgagee preliminary quarterly or annual, as applicable, reports within forty-five (45) or ninety (90) days, as applicable, following the end of the quarter or fiscal year in question, and the 10-Q or 10-K report in question shall be provided to Mortgagee when filed with the Securities Exchange Commission. All financial information shall be in form reasonably satisfactory to Mortgagee. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (General Host Corp)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted sound accounting principlespractices relating to the real estate industry, on a Cash/Tax basis, consistently applied. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Bxxxxxxx’s records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted sound accounting principles practices relating to the real estate industry, on a Cash/Tax basis, consistently applied applied, and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBxxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyand a Rent Roll, within thirty sixty (3060) days after the end of each calendar quartermonth commencing with the first full month after the date hereof and continuing until the earlier of (X) twelve (12) calendar months following the date hereof or (Y) the date of a Secondary Market Transaction;
(c) quarterly balance sheets, operating statements for the Property and a Rent Roll, within sixty (60) days after the end of each March, June, September and December commencing with the calendar quarter during which the Borrower is permitted to cease submitting monthly operating statements under subsection (b) above;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety one hundred twenty (90120) days after the end of each calendar year; and;
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLxxxxx, within a reasonable time after the applicable request. If ; and
(f) if, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials definition of Significant Obligor, to the Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or secured by a Related Property that is included in a securitization with the Loan (a “Related Loan”), as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are not included in a securitization does, equal or exceed ten percent (10%) (but less than twenty percent (20%)) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization or (ii) the financial statements required under Item 1112(b)(2) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization may, or if the principal amount of the Loan together with any Related Loans as of the cut-off date for such securitization and at any time during which the Loan and any Related Loans are included in a securitization does, equal or exceed twenty percent (20%) of the aggregate principal amount of all mortgage loans included or expected to be included, as applicable, in the securitization. Such financial data or financial statements shall be furnished to Grantee Lender (A) within the applicable time periods or Grantee is dissatisfied ten (10) Business Days after notice from Lender in connection with the contents preparation of any of Disclosure Documents for the foregoingsecuritization, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.(B) not
Appears in 1 contract
Samples: Deed of Trust, Security Agreement and Fixture Filing (NNN Apartment REIT, Inc.)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty sixty (3060) days after the end of each calendar quarterMarch, June, September and December, provided, operating statements shall be delivered within ten (10) days of request by Lender in connection with a Secondary Market Transaction;
(c) current rent rolls for the Property, within sixty (60) days after the end of each March, June, September and December, provided, rent rolls shall be delivered shall be delivered within five (5) days of request by Lender in connection with a Secondary Market Transaction;
(d) annual balance sheets sheets, statements of income and expenses and statements of changes in financial position for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Loan within ninety sixty (9060) days after the end of each calendar yearyear prepared and audited by such indemnitor or guarantor of Borrower's primary accountant; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebySun Villa Loan, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If any of the materials described in this Section 1.18(a)-(d) are not furnished to Lender within the applicable time periods, Borrower shall pay to Lender a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, or Grantee Lender is reasonably dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Lender contained herein, Grantee Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further Borrower agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Borrower agrees that any and all materials furnished hereunder are the property of Lender (and its Servicer) and may be released and made available to such parties as Lender or its Servicer deems appropriate, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction.
Appears in 1 contract
Samples: Deed of Trust (Sun Communities Inc)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied applied, and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all federal tax returns returns, if any, filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Mortgaged Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar quartermonths following the date hereof;
(c) quarterly operating statements for the Mortgaged Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Mortgaged Property and annual financial statements for GrantorMortgagor, each principal or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Mortgaged Property, GrantorMortgagor, the principals or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is reasonably dissatisfied with the contents of any of the foregoingforegoing and has notified Mortgagor of its dissatisfaction, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense all reasonable and customary costs and expenses of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (First Union Real Estate Equity & Mortgage Investments)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principlesprinciples or such other accounting method as is acceptable to Lender (Lender agrees that the accounting method utilized in the financial statements delivered to Lender in connection with the Loan shall be deemed to be satisfactory). Grantee Lender and its duly authorized representatives representatives, agents, and employees shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable timestimes and, except during an emergency or following the occurrence and during the continuance of an Event of Default, upon reasonable advance written notice. So long as this Security Deed continues in effect, Grantor Borrower shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, Lender the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertainpertain and, as applicableif financial statements, be prepared compiled in accordance with generally accepted accounting principles consistently applied or such other accounting method as is acceptable to Lender (Lender agrees that the accounting method utilized in the financial statements delivered to Lender in connection with the Loan shall be deemed to be satisfactory), and be in form and substance reasonably acceptable to GranteeLender:
(a) until the earlier of (x) the one year anniversary of the Loan and (ii) the completion of a Secondary Market Transaction, within thirty (30) days after the end of each calendar month, operating statements for the Property for the immediately preceding twelve (12) month period and a rent roll for the preceding month;
(b) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Propertyannually, within thirty one hundred twenty (30120) days after the end of each calendar quarteryear, operating statements for the Property for the immediately preceding year and a rent roll for the Property containing the name of each tenant, the space occupied by such tenant, the lease commencement date and expiration date, security deposit, rent, additional rent, arrearages, and such other information as may customarily be reflected thereon or reasonably requested by Lender;
(d) annual balance sheets for the Property and annual financial statements for GrantorBorrower within one hundred twenty (120) days after the end of each fiscal year and, upon Lender’s request, financial statements from each principal indemnitor and guarantor under the Loan; provided, however, that if an indemnitor or guarantor is a publicly traded entity that files financial statements that readily available to the public, then Borrower shall not be obligated to deliver any financial statements under this item (d); and
(e) such other information with respect to the Property, Borrower, the principals, members or general partner in Grantorpartners of Borrower, as applicable, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Loan which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request; provided, however, that if an indemnitor or guarantor is a publicly traded entity that files financial statements that readily available to the public, then Borrower shall not be obligated to deliver any items in respect of such indemnitor or guarantor under this item (d). If In the event Borrower fails to supply any of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoingfinancial information as and when required in items (a) through (e) above, Lender, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, right (but not no obligation) to make or cause to be made such inspections of the obligation after notice Property and a 30 day right to cure, to obtain such audits of Borrower and/or the same by means of an audit by an independent certified public accountant selected by GranteeProperty as Lender shall determine, in which event Grantor its reasonable discretion, by such Person(s) as Lender reasonably deems appropriate. Borrower agrees to pay, pay or to reimburse Grantee for, Lender for any reasonable out-of-pocket expense of such audit incurred therefor and further agrees to provide and/or make available all necessary information to said accountant and personnel and to otherwise reasonably cooperate in connection with any such inspection or audit. If Borrower fails to pay or reimburse Lender within ten (10) days of a request by Lender therefor, the making of such auditamounts so owed shall be added to the Debt and shall accrue interest at the Default Rate.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable timestimes and upon reasonable notice. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty fifteen (3015) days after the end of each calendar quarterMarch, June, September and December;
(c) current rent rolls for the Property, within fifteen (15) days after the end of
(d) annual balance sheets for the Property and annual financial statements for GrantorMortgagor, each principal or general partner in GrantorMortgagor, and each indemnitor indenmitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, hereby within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorMortgagor, the principals principals, members or general partners in GrantorMortgagor, and each indemnitor indenmitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods, Mortgagor shall pay to Mortgagee a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Mortgagee within the applicable time periods set forth above and thereafter within an additional fifteen (15) days after written request by Mortgagee, or Grantee if Mortgagee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Mortgagor agrees that any and all materials furnished hereunder are the property of Mortgagee (and Mortgagee's servicer) and may be released and made available to such parties as Mortgagee or its servicer deems appropriate, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction (as hereinafter defined).
Appears in 1 contract
Samples: Mortgage and Security Agreement (Acadia Realty Trust)
Financial Statements and Books and Records. Grantor shall keep ------------------------------------------ accurate books and records of account of the Trust Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So Prior to the first Sale hereunder, and for so long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by the chief financial officer of the REIT, and, with respect to the financial statements and information set forth in subsection (e) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Beneficiary:
(a) monthly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar months following the date hereof; and
(b) quarterly balance sheets and statement of operations for the Trust Property, within thirty (30) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(c) copy of the REIT's 10-Q as filed with the Securities and Exchange Commission, within forty-five (45) days after the end of each calendar quarter following the date hereof;
(d) annual balance sheets and statement of operations for the Trust Property;
(e) the REIT's annual financial statements, within ninety (90) days after the end of each fiscal year of the REIT;
(f) annual occupancy summary for the Real Property setting forth the occupancy rates, average daily room rates and room revenues for each month of the preceding calendar year, as well as annual averages of the same, and such other information as may customarily be reflected thereon or reasonably requested by Beneficiary. Following the first Sale hereunder, and for so long as this Deed of Trust continues in effect, Grantor shall provide to Beneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by GrantorXxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Trust Property, within ten fifteen (1015) days after the end of each month during of the first (1st) twelve (12) calendar months of following the term of the loan secured hereby;date hereof; and
(c) quarterly operating statements for the Trust Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets for the Trust Property and annual financial statements for Grantor, each principal or general partner in Grantor, Grantor and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Trust Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoingforegoing and has notified Grantor of its dissatisfaction, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation obligation, after notice and a 30 day right Xxxxxxx's failure to curecure such satisfaction within thirty (30) business days following Grantor's receipt of such notice, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Cornerstone Realty Income Trust Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the each Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles, consistently applied. Grantee Borrower is and shall continue to provide Lender with reporting information which complies with the Commercial Real Estate Secondary Market and Securitization Association Standards and in electronic format and such other format as Lender may require. Lender and its duly authorized representatives shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonable times. So long The cost of such examination and audit shall be at the expense of Lender, (x) unless there exists an Event of Default or (y) at such other time as this Security Deed continues in effect, Grantor shall provide Lender has reasonable grounds to Grantee, in addition to any other believe that Borrower's financial statements required hereunder are inaccurate or under any incomplete and such audit discloses a material inaccuracy. Borrower agrees that it shall furnish to Lender its audited balance sheet, dated as of October 1, 1998, on or before October 28, 1998, which balance sheet Borrower presently anticipates will be, and when completed, must be, consistent with the Properties' financial information previously delivered to Lender in connection with the closing of the other Loan. Prior to a Securitization of the Loan, Borrower shall furnish to Lender and the Rating Agencies, upon request from time to time, monthly operating statements and a current Rent Roll (containing all of the information set forth in Section 5.1(ee)(i), above) for each Property and, to the extent the tenant or tenants of such Property are required to report sales, monthly sales reports for each retail Property. Throughout the Loan Documentsterm, Borrower shall also furnish to Lender and the following Rating Agencies (a) unaudited quarterly financial statements and informationoperating statements for the Properties together with unaudited annual financial and operating statements for the twelve (12) months ending with such quarter, collectively, (b) quarterly current Rent Rolls (containing all of which must be the information set forth in Section 5.1(ee)(i), above) for each Property, (c) to the extent the tenant or tenants of such Property are required to report sales, current quarterly sales reports for each retail Property, and (d) audited annual financial and operating statements for all of the Properties, collectively, prepared by a `Big Six' accounting firm or other independent certified public accountant acceptable to Grantee as being true Lender. Such annual financial statements shall include, without limitation, (i) a balance sheet, (ii) a statement of income and correct by Grantor or expenses reflecting the person or entity to which they pertainactual and complete results of the operation of each Property for the prior fiscal year, as applicableand (iii) a statement of cash flow, each in reasonable detail. Such financial statements shall be prepared in accordance with generally accepted accounting principles principles, consistently applied and applied. The quarterly statements must be in form and substance acceptable delivered to Grantee:
Lender within forty-five (a) copies of all tax returns filed by Grantor, within thirty (3045) days after following the date of filing;
(b) monthly operating respective quarter and the annual statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, must be delivered to Lender within ninety (90) days after of the end of each calendar year; and
(e) year end. In addition, upon Lender's or the Rating Agencies' request from time to time, Borrower shall furnish or cause to be furnished current annual financial statements on the Guarantor in a form reasonably satisfactory to Lender, and on any person or entity having a direct ownership interest in the Borrower, together with such other information with respect to concerning the Property, Grantor, financial condition or operation of the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with Borrower and/or the loan secured hereby, which Property and/or Guarantor as may be reasonably requested from time to time by Grantee, within a reasonable time after the applicable requestLender. If any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods or Grantee Lender is dissatisfied with the contents of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lender contained herein, Grantee Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lender for, any expense of such audit if such audit discloses a material inaccuracy from the materials furnished by Borrower and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted a method of real estate accounting principlesconsistently applied and on a basis consistent with the financial statements previously submitted to Mortgagee in connection with underwriting the Loan. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Xxxxxxxxx’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Xxxxxxxxx shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true true, complete and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted a method of real estate accounting principles consistently applied and be on a basis consistent with the financial statements previously submitted to Mortgagee in form and substance acceptable to Granteeconnection with underwriting the Loan:
(a) copies of all tax returns filed by GrantorXxxxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements and rent rolls for the Property and, if applicable, sales reports for retail space on the Property (provided that such sales reports are available from the retail tenants on the Property), within ten twenty (1020) days after the end of each month during until the first later to occur of (i) a Secondary Market Transaction (as defined in Section 1.19, below) and (ii) the twelve months (12) month anniversary of the term of the loan secured herebydate hereof;
(c) quarterly operating statements and rent rolls for the Property, certified as true, correct and complete by Mortgagor within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets together with a statement of income and expenses for the Property and annual financial statements for GrantorXxxxxxxxx, each principal or general partner or managing member in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyLoan, and a statement of changes in financial position for Mortgagor, all of which shall be in reasonable detail and certified as true, correct and complete by Xxxxxxxxx and delivered to Mortgagee within ninety (90) days after the end of each calendar fiscal year; and
(e) such other information with respect to the Property, GrantorXxxxxxxxx, the principals or general partners or members in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyLoan, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials items are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is dissatisfied with the contents of any of the foregoingforegoing and has notified Xxxxxxxxx of its dissatisfaction, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right to charge Mortgagor a late fee (if any of the aforementioned items are delivered more than thirty (30) days beyond the applicable due date therefor), and Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Xxxxxxxxx agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (Industrial Income Trust Inc.)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Grantee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property Mortgaged Property, within fifteen (15) days after the end of each of the first (1st) twelve (12) accounting periods (each of which ends on the Saturday closest to the end of the calendar month);
(c) Tenant's 10-Q reports within ten (10) days after each such report is required to be filed with the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarterSecurities and Exchange Commission;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Tenant's 10-K reports within ninety ten (9010) days after each such report is required to be filed with the end of each calendar yearSecurities and Exchange Commission; and
(e) such other information with respect to the Mortgaged Property, GrantorMortgagor, the principals or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is dissatisfied with the contents of any of the foregoingforegoing and has notified Mortgagor of its dissatisfaction, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Mortgage and Security Agreement (One Price Clothing Stores Inc)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (d) hereof, compiled by an independent certified public accountant, be prepared in accordance with generally accepted the income tax basis of accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing, including extensions;
(b) monthly operating statements for the Property within ten (10net operating income on an accrual basis) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each of the first (1st) twelve (12) calendar quartermonths following the date hereof; and
(c) quarterly operating statements for the Property on the same basis as the monthly operating statements described above, and a Rent Roll, within forty-five (45) days after the end of each March, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(d) annual balance sheets sheet and statement of operations for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, GrantorBorrower, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If If, at the time one or more Disclosure Documents are being prepared for a securitization, Lender expects that Borrower alone or Borrower and one or more affiliates of Borrower collectively, or the Property alone or the Property and any other parcel(s) of real property, together with improvements thereon and personal property related thereto, that is “related”, within the meaning of the aforementioned materials are not furnished definition of Significant Obligor, to Grantee within the applicable time periods Property (a “Related Property”) collectively, will be a Significant Obligor, Borrower shall furnish to Lender upon request (i) the selected financial data or, if applicable, net operating income, required under Item 1112(b)(1) of Regulation AB and meeting the requirements thereof, if Lender expects that the principal amount of the Loan, together with any loans made to an affiliate of Borrower or Grantee secured by a Related Property that is dissatisfied included in a securitization with the contents of any Loan (a “Related Loan”), as of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.cut-off date for such
Appears in 1 contract
Samples: Mortgage, Security Agreement and Fixture Filing (Acadia Realty Trust)
Financial Statements and Books and Records. Grantor Trustor shall keep or cause to be kept accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit GrantorTrustor's records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor Trustor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by Grantor Trustor or the person or entity to which they pertain, as applicable, and be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable (provided, that if Trustor after the date hereof shall at any time have the Trustor's financial statements audited by an independent certified public accountant, Trustor shall deliver such audited statements to Grantee:Beneficiary):
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly quarterly operating statements for the Property Mortgaged Property, on a year-to-date and a quarterly basis, together with average daily room rates, occupancy rates and room revenues for each quarter within ten forty-five (1045) days after the end of each month during March, June, September and December commencing with the first twelve (1st) of such months to occur following the first (1st) anniversary of the term of the loan secured herebydate hereof;
(cb) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(ec) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Mortgaged Property and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeBeneficiary and which may be provided without additional material expense, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoingperiods, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor Trustor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Lender and its duly authorized representatives shall have the right to examine, copy and audit GrantorBorrower's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor Borrower shall provide to GranteeLender, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Lender as being true and correct by Grantor Borrower or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeLender:
(a) copies of all tax returns filed by GrantorBorrower, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty sixty (3060) days after the end of each calendar quarterMarch, June, September and December, provided, operating statements shall be delivered within ten (10) days of request by Lender in connection with a Secondary Market Transaction;
(c) current rent rolls for the Property, within sixty (60) days after the end of each March, June, September and December, provided, rent rolls shall be delivered shall be delivered within five (5) days of request by Lender in connection with a Secondary Market Transaction;
(d) annual balance sheets sheets, statements of income and expenses and statements of changes in financial position for the Property and annual financial statements for Grantor, each principal or general partner in GrantorBorrower, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, Loan within ninety sixty (9060) days after the end of each calendar yearyear prepared and audited by such indemnitor or guarantor of Borrower's primary accountant; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, Borrower and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyCountryside Atlanta Loan, which may be reasonably requested from time to time by GranteeLender, within a reasonable time after the applicable request. If any of the materials described in this Section 1.18(a)-(d) are not furnished to Lender within the applicable time periods, Borrower shall pay to Lender a late fee of $250.00. Further, if any of the aforementioned materials are not furnished to Grantee Lender within the applicable time periods periods, or Grantee Lender is reasonably dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Lender contained herein, Grantee Lender shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLender, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further Borrower agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit. Borrower agrees that any and all materials furnished hereunder are the property of Lender (and its Servicer) and may be released and made available to such parties as Lender or its Servicer deems appropriate, including any Rating Agency responsible for rating securities issued in any Secondary Market Transaction.
Appears in 1 contract
Samples: Deed to Secure Debt and Security Agreement (Sun Communities Inc)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed continues in effect, Grantor shall provide to Grantee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to Grantee:
(a) copies of all tax returns filed by GrantorXxxxxxx, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, which may be requested from time to time by GranteeXxxxxxx, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee within the applicable time periods or Grantee is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee contained herein, Grantee shall have the right, but not the obligation after notice and a 30 day right to cure, to obtain the same by means of an audit by an independent certified public accountant selected by Grantee, in which event Grantor agrees to pay, or to reimburse Grantee for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed to Secure Debt and Security Agreement (Merry Land Capital Trust)
Financial Statements and Books and Records. Grantor Mortgagor shall keep accurate books and records of account of the Mortgaged Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Mortgagee and its duly authorized representatives shall have the right to examine, copy and audit GrantorMortgagor's records and books of account at all reasonable times. So long as this Security Deed Mortgage continues in effect, Grantor Mortgagor shall provide to GranteeMortgagee, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Mortgagee as being true and correct by Grantor Mortgagor or the person or entity to which they pertain, as applicable, and, with respect to the financial statements and information set forth in subsection (c) hereof, audited by an independent certified public accountant, be prepared in accordance with generally accepted accounting principles consistently applied applied, and be in form and substance acceptable to GranteeMortgagee:
(a) copies of all tax returns filed by GrantorMortgagor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Mortgaged Property, within thirty (30) days after the end of each calendar quarterMarch, June, September and December commencing with the first (1st) of such months to occur following the first (1st) anniversary of the date hereof;
(dc) annual balance sheets for the Mortgaged Property and annual financial statements for GrantorMortgagor, each principal managing member or general partner in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, within ninety (90) days after the end of each calendar year; and
(ed) such other information with respect to the Mortgaged Property, GrantorMortgagor, the principals managing members or general partners in GrantorMortgagor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured herebyIndemnitor, which may be reasonably requested from time to time by GranteeMortgagee, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Mortgagee within the applicable time periods or Grantee Mortgagee is reasonably dissatisfied with the contents of any of the foregoingforegoing and has notified Mortgagor of its dissatisfaction, in addition to any other rights and remedies of Grantee Mortgagee contained herein, Grantee Mortgagee shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeMortgagee, in which event Grantor Mortgagor agrees to pay, or to reimburse Grantee Mortgagee for, any expense all reasonable and customary costs and expenses of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Open End Mortgage and Security Agreement (Glimcher Realty Trust)
Financial Statements and Books and Records. Grantor shall keep accurate books and records of account of the Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles. Grantee Beneficiary and its duly authorized representatives shall have the right to examine, copy and audit Grantor's records and books of account at all reasonable times. So long as this Security Deed of Trust continues in effect, Grantor shall provide to GranteeBeneficiary, in addition to any other financial statements required hereunder or under any of the other Loan Documents, the following financial statements and information, all of which must be certified to Grantee Beneficiary as being true and correct by Grantor or the person or entity to which they pertain, as applicable, be prepared in accordance with generally accepted accounting principles consistently applied and be in form and substance acceptable to GranteeBeneficiary:
(a) copies of all tax returns filed by Grantor, within thirty (30) days after the date of filing;
(b) monthly operating statements for the Property within ten (10) days after the end of each month during the first twelve (12) months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, within ninety (90) days after the end of each calendar year; and
(e) such other information with respect to the Property, Grantor, the principals or general general-partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, prepared and audited by an independent certified public accountant, which may be requested from time to time by GranteeBeneficiary, within a reasonable time after the applicable request. If any of the aforementioned materials are not furnished to Grantee Beneficiary within the applicable time periods or Grantee Beneficiary is dissatisfied with the contents of any of the foregoing, in addition to any other rights and remedies of Grantee Beneficiary contained herein, Grantee Beneficiary shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeBeneficiary, in which event Grantor agrees to pay, or to reimburse Grantee Beneficiary for, any expense of such audit and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
Appears in 1 contract
Samples: Deed of Trust and Security Agreement (Inland Diversified Real Estate Trust, Inc.)
Financial Statements and Books and Records. Grantor Borrower shall keep accurate books and records of account of the each Property and its own financial affairs sufficient to permit the preparation of financial statements therefrom in accordance with generally accepted accounting principles, consistently applied. Grantee Borrower is and its shall continue to provide Lenders with reporting information which complies with the Commercial Real Estate Secondary Market and Securitization Association Standards and in electronic format and such other format as Lenders may require. Lenders and their duly authorized representatives shall have the right to examine, copy and audit Grantor's Borrower’s records and books of account at all reasonable times. So long The cost of such examination and audit shall be at the expense of Lender, (x) unless there exists an Event of Default or (y) at such other time as this Security Deed continues in effect, Grantor shall provide Lenders have reasonable grounds to Grantee, in addition to any other believe that Borrower’s financial statements required hereunder are inaccurate or under any of incomplete and such audit discloses a material inaccuracy. Throughout the other Loan Documentsterm, Borrower shall also furnish to Lender and the following Rating Agencies (a) unaudited quarterly financial statements and informationoperating statements for the Properties together with unaudited annual financial and operating statements for the twelve (12) months ending with such quarter, collectively, (b) quarterly current Rent Rolls (containing all of which must be the information set forth in Section 5.1(ee)(i), above) for each Property, (c) to the extent the tenant or tenants of such Property are required to report sales, current quarterly sales reports for each retail Property, and (d) audited annual financial and operating statements for all of the Properties, collectively, prepared by a ‘Big Four’ accounting firm or other independent certified public accountant acceptable to Grantee as being true Lenders. Such annual financial statements shall include, without limitation, (i) a balance sheet, (ii) a statement of income and correct by Grantor or expenses reflecting the person or entity to which they pertainactual and complete results of the operation of each Property for the prior fiscal year, as applicableand (iii) a statement of cash flow, each in reasonable detail. Such financial statements shall be prepared in accordance with generally accepted accounting principles principles, consistently applied and applied. The quarterly statements must be in form and substance acceptable delivered to Grantee:
Lenders within forty-five (a) copies of all tax returns filed by Grantor, within thirty (3045) days after following the date of filing;
(b) monthly operating respective quarter and the annual statements for the Property within ten (10) days after the end of each month during the first twelve months of the term of the loan secured hereby;
(c) quarterly operating statements for the Property, within thirty (30) days after the end of each calendar quarter;
(d) annual balance sheets for the Property and annual financial statements for Grantor, each principal or general partner in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with the loan secured hereby, must be delivered to Lender within ninety (90) days after of the end of each calendar year; and
(e) year end. In addition, upon Lenders’ or the Rating Agencies’ request from time to time, Borrower shall furnish or cause to be furnished current annual financial statements on the Guarantor in a form reasonably satisfactory to Lenders, and on any person or entity having a direct ownership interest in the Borrower, together with such other information with respect to concerning the Property, Grantor, financial condition or operation of the principals or general partners in Grantor, and each indemnitor and guarantor under any indemnity or guaranty executed in connection with Borrower and/or the loan secured hereby, which Property and/or Guarantor as may be reasonably requested from time to time by Grantee, within a reasonable time after the applicable requestLenders. If any of the aforementioned materials are not furnished to Grantee Lenders within the applicable time periods or Grantee is Lenders are dissatisfied with the contents of any of the foregoingforegoing and has notified Borrower of its dissatisfaction, in addition to any other rights and remedies of Grantee Lenders contained herein, Grantee Lenders shall have the right, but not the obligation after notice and a 30 day right to cureobligation, to obtain the same by means of an audit by an independent certified public accountant selected by GranteeLenders, in which event Grantor Borrower agrees to pay, or to reimburse Grantee Lenders for, any expense of such audit if such audit discloses a material inaccuracy from the materials furnished by Borrower and further agrees to provide all necessary information to said accountant and to otherwise cooperate in the making of such audit.
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