LIHTC Funds. (i) Section 3.14(a)(i) of the Company Disclosure Letter sets forth a true and complete list or description, as applicable, of (A) all LIHTC funds owned by, under the management of or controlled by the Company or any of its Subsidiaries (each, a “LIHTC Fund”), (B) the general partner, managing member or other party who controls each LIHTC Fund (each, a “LIHTC Fund GP”), (C) each Person having an ownership interest in each LIHTC Fund GP (each, a “LIHTC Fund GP Member”) and each such LIHTC Fund GP Member’s ownership percentage in such LIHTC Fund GP, (D) the general partner, managing member, non-equity managing member or manager who controls each LIHTC Fund GP (each, a “LIHTC Fund GP Manager”), (E) (x) the written agreement(s) pursuant to which each LIHTC Fund GP Manager is designated as the general partner, managing member, non-equity managing member or manager of the LIHTC Fund GP, and (y) the written agreement(s) or prevailing internal practices pursuant to which each LIHTC Fund GP Manager is entitled to receive the fees payable to the LIHTC Fund GP pursuant to the applicable LIHTC Fund partnership agreement or operating agreement (collectively, the “LIHTC Management Agreements”).
LIHTC Funds. (i) As promptly as practicable following the date of this Agreement, but in any event no later than fifteen (15) days following the date of this Agreement, the Company shall provide Acquirer with (A) copies of valid and binding definitive written agreements evidencing the agreements and arrangements reflected in the representations and warranties set forth in clause (E)(y) of Section 3.14(a)(i) and the descriptions set forth in Section 3.14(a)(v) of the Company Disclosure Letter with respect to each LIHTC Fund, LIHTC Fund GP and SLP Entity (the “Pre-Timex Management Agreements”) and (B) for each LIHTC Fund a true and complete list of any payables or other amounts due and payable (organized by category) by any LIHTC Fund to any Person other than the Company or its Subsidiaries other than trade payables or accounts payable incurred in the normal course operation of the LIHTC Fund. To the extent any Pre-Timex Management Agreement cannot be located by the Company, a new Pre-Timex Management Agreement shall be executed and delivered pursuant to the terms hereof on terms substantially identical to those set forth in the Post-Timex Management Agreement (as defined below) mutatis mutandis, which shall become effective upon satisfaction of the conditions contained therein, to the extent required.
LIHTC Funds. (a) Section 3.15(a) of the Disclosure Schedules sets forth a true, correct and complete list of (i) all LIHTC Funds in which the Company or any of the Company Subsidiaries has an ownership interest or a right to control management (each, an “MMA LIHTC Fund”), (ii) the LIHTC Fund GP of each MMA LIHTC Fund, (iii) the Company’s, or the applicable Company Subsidiary’s, percentage interest in each MMA LIHTC Fund in which the Company or any Company Subsidiary has an ownership interest, (iv) the Company’s, or the applicable Company Subsidiary’s, “special limited partner” interests in the Project Partnerships in which the MMA LIHTC Funds have an ownership interest, and (v) as to those MMA LIHTC Funds which the Company or any Company Subsidiary has the right to manage, the operative agreement by which the Company or Company Subsidiary has the right to manage such LIHTC Fund (each, a “Company Management Agreement”) other than the operating agreement or partnership agreement of the applicable LIHTC Fund (each, a “Fund Operating Agreement”).
