STATEMENTS AND REPORTS. With each distribution from the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year: (A) as to the Income Account: (1) the amount of dividends received on the Securities; (2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02; (3) the deductions for applicable taxes and fees and expenses of the Trust; (4) the reservations made by the Trustee pursuant to Section 3.03, if any; and (5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; (B) as to the Capital Account: (1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account); (2) the results of In Kind Distributions in connection with redemptions of Units, if any; (3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02; (4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund; (5) the reservations made by the Trustee pursuant to Section 3.03, if any; and (6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and (C) the following information: (1) a list of the Securities as of the last business day of such calendar year; (2) the number of Units outstanding on the last business day of such calendar year; (3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and (4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.
Appears in 2 contracts
Samples: Standard Terms and Conditions of Trust (Nuveen Unit Trusts Series 103), Standard Terms and Conditions of Trust (Nuveen Unit Trusts Series 104)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from each such account expressed as a dollar amount per Unit following statements and reports:
(a) Annual financial statements of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth 2017 with respect to such calendar year:
Guarantor and Borrower, which shall be (Ai) as in the case of Borrower, prepared and certified to by the Income Account:
chief financial officer of Borrower and (1ii) in the amount case of dividends received on the SecuritiesGuarantor, audited by an independent certified public accountant;
(2b) Monthly marketing reports with detailed information as to leasing activities shall be provided Lender on or before the amounts paid for purchases fifteenth (15th) day of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02the following month;
(3c) Copies of all state and federal tax returns prepared with respect to Guarantor within thirty (30) days of such returns being filed with the deductions for Internal Revenue Service or applicable taxes and fees and expenses of the Truststate authority;
(4d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Guarantor within ten (10) days of such documents being filed with the reservations made Internal Revenue Service or applicable state authority;
(e) Annual operating statements with respect to the Mortgaged Property within ninety (90) days after the end of each calendar year, prepared in such form and detail as Lender may require and certified to by the Trustee pursuant chief financial officer of Borrower;
(f) Monthly operating statements and a rent roll with respect to Section 3.03the Improvements, if anywithin thirty (30) days after the end of each calendar month, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the chief financial officer of Borrower; and
(5g) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining Guaranty, including without limitation, a Compliance Certificate executed by Guarantor certifying Guarantor’s compliance (or non-compliance, as the case may be) with the financial covenants applicable to Guarantor set forth in the Guaranty, which Compliance Certificate shall be delivered to Lender within thirty (30) days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day end of such each calendar year;quarter.
(Bh) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 2 contracts
Samples: Construction Loan Agreement, Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from the Income Interest or Capital Principal Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. .; Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year:
(A) as to the Income Interest Account:
(1) the amount of dividends interest received on the SecuritiesBonds and, if issuers of Bonds are located in more than one jurisdiction, the percentage of such amount by states and territories in which the issuers of the Bonds are located;
(2) the amounts paid for purchases of New Securities Bonds pursuant to Section 3.10 3.12 and for redemptions redemption's pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses of the TrustTrustee, the Evaluator, the Depositor and bond counsel, if any, all as provided under Section 3.04(a);
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and;
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Principal Account:
(1) the dates of sale sale, maturity, liquidation or liquidation redemption of any of the Securities Bonds and the net proceeds received therefrom (excluding any portion thereof credited to the Income Interest Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities Bonds pursuant to Section 3.10 3.13 and for redemptions redemption's pursuant to Section 5.02;
(43) the deductions for payment of applicable taxes and fees and expenses (including insurance premiums) of the Trust FundTrustee, the Evaluator, the Depositor and bond counsel, if any, all as provided under Section 3.04(a);
(54) the reservations made by the Trustee pursuant to Section 3.03, if any; and;
(65) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities Bonds as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income Interest and Capital Principal Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.
Appears in 2 contracts
Samples: Standard Terms and Conditions of Trust (Voyageur Unit Investment Trust Series 10), Standard Terms and Conditions of Trust (Voyageur Tax Exempt Trust Series 10)
STATEMENTS AND REPORTS. With each distribution from the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. .; Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year:
(A) as to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust FundTrust;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.
Appears in 2 contracts
Samples: Standard Terms and Conditions of Trust (Voyageur Unit Investment Trust Series 9), Standard Terms and Conditions of Trust (Nuveen Unit Trusts Series 4)
STATEMENTS AND REPORTS. With each distribution from Borrower shall furnish or cause to be furnished to Bank: (i) within the Income or Capital Accounts number of days set forth in Section 13 hereof after the end of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list fiscal year of the Securities being distributedEntities, consolidated financial statements of the aggregate number Entities, which shall include a balance sheet, an income statement showing the results of shares of each Security being distributed operations for such a fiscal year and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a change in financial position statement for such Trust Fund setting fiscal year, together, in each case, with the comparable figures for the immediately preceding fiscal year, all in reasonable detail and prepared in accordance with generally accepted accounting principles, consistently applied, which statements shall contain the certification requirements set forth in Section 13 hereof; (ii) within the number of days set forth in Section 13 hereof after the end of each of the fiscal periods of the Entities set forth in Section 13 hereof, consolidated financial reports of the Entities, which shall include a balance sheet, an income statement showing the results of operations for such fiscal period and a change in financial position statement for such fiscal period, together, in each case, with respect the comparable figures for the immediately preceding corresponding fiscal period, all in reasonable detail and prepared in accordance with generally accepted accounting principles, consistently applied, and containing the certifications required pursuant to Section 13 hereof; (iii) with each such calendar yearset of financial statements, a certificate prepared as at the end of the period covered by such financial statements, showing the computation as of such date of each of the financial covenants contained in Section 6.1(d); (iv) within twenty five (25) days after the end of each month a Borrowing Base Certificate in the form attached hereto as Exhibit A, to which shall be attached the following reports:
(A) as An aging and listing of all accounts receivable prepared in accordance with generally accepted accounting principles which itemizes each account debtor by name and addresses and which states the total amount payable to the Income Account:
Entities and contains a breakdown indicating future amounts due and when due, current amounts due, amounts thirty (130) the amount of dividends received on the Securities;
days past due, sixty (260) the amounts paid for purchases of New Securities pursuant to Section 3.10 days past due, and for redemptions pursuant to Section 5.02;
ninety (390) the deductions for applicable taxes or more days past due, and fees reflecting any credit adjustments, returns and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar yearallowances;
(B) An aging and listing of all accounts payable-trade prepared in a similar manner; (C) A complete and detailed description of all inventory containing a breakdown into the categories referenced in Section 1.2 hereof and set forth in Section 13 hereof; (v) promptly, from time to time, upon request of Bank, such other information concerning the financial condition, business and affairs of the Entities as shall be reasonably requested by bank;
2.2 Each of the Loan Documents is modified to the Capital Account:
(1) the dates provide that it shall be a default or an event of sale or liquidation of default thereunder if Borrower shall fail to comply with any of the Securities and the net proceeds received therefrom (excluding covenants of Borrower herein or if any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Unitsrepresentation or warranty by Borrower herein is materially incomplete, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03incorrect, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities or misleading as of the last business day date hereof.
2.3 Each reference in the Loan Documents to any of the Loan Documents shall be a reference to such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both document as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsmodified herein.
Appears in 1 contract
STATEMENTS AND REPORTS. With each distribution from the Income Interest or Capital Principal Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. .; Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year:
(A) as to the Income Interest Account:
(1) the amount of dividends interest received on the Securities;
Bonds and, if issuers of Bonds are located in more than one jurisdiction, the percentage of such amount by states and territories in which the issuers of the Bonds are located; (2) the amounts paid for purchases of New Securities Bonds pursuant to Section 3.10 3.12 and for redemptions redemption's pursuant to Section 5.02;
; (3) the deductions for applicable taxes and fees and expenses of the Trust;
Trustee, the Evaluator, the Depositor and bond counsel, if any, all as provided under Section 3.04(a); (4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
; (B) as to the Capital Principal Account:
: (1) the dates of sale sale, maturity, liquidation or liquidation redemption of any of the Securities Bonds and the net proceeds received therefrom (excluding any portion thereof credited to the Income Interest Account);
; (2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities Bonds pursuant to Section 3.10 3.13 and for redemptions redemption's pursuant to Section 5.02;
; (43) the deductions for payment of applicable taxes and fees and expenses (including insurance premiums) of the Trust Fund;
Trustee, the Evaluator, the Depositor and bond counsel, if any, all as provided under Section 3.04(a); (54) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(65) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.-16-
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Voyageur Tax Exempt Trust Series 5)
STATEMENTS AND REPORTS. With each distribution from Each Borrower will promptly furnish to Bank such information regarding the Income business and affairs and financial condition of such Borrower as Bank may reasonably request. Without limiting the generality of the foregoing, the Borrowers will furnish or Capital Accounts cause to be furnished to Bank: Annual and Quarterly Reports - Whether or not either Borrower is required by the rules and regulations of the SEC to make such filings (and within 15 days of the date that is or would be prescribed thereby), (i) all quarterly and annual financial information of each Trust Fund Borrower that is or would be required to be contained in a filing with the Trustee shall set forthSEC on Forms 10-Q and 10-K (without exhibits), either in including a "Management's Discussion and Analysis of Financial Condition and Results of Operations" that describes the instrument by means financial condition and results of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares operations of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar yearits subsidiaries and, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to the annual information only, a report thereon by each Borrower's certified independent accounts acceptable to Bank and (ii) all current reports of each Borrower that are or would be required to be filed with the SEC on Form 8-K. Monthly Reports - as soon as available and in any event within fifteen (15) days after the end of each month, the balance sheet of CMLA as of the end of such calendar year:
period, the statement of income of CMLA for such month and for the period from the beginning of the fiscal year to the close of such month, the statement of reconciliation of capital accounts of CMLA for such month and for the period from the beginning of the fiscal year to the close of such month, and the statement of cash flow of CMLA for such month and for the period from the beginning of the fiscal year to the close of such month setting forth in each case in comparative form the corresponding figures (Aif any) for the corresponding period of the preceding fiscal year (certified as provided in subsection 5.2(b) below); and Audit Reports - promptly upon receipt thereof, copies of each other report submitted to the Borrowers by independent accountants in connection with any annual, interim or special audit made by them of the books of the Borrowers, and copies of any management letters or any reports as to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant material inadequacies in accounting controls submitted to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses any of the Trust;
(4) Borrowers; and Control Board; Division; MGC - Promptly after the reservations made by the Trustee pursuant to Section 3.03, if any; and
same are available and in any event within five (5) Business Days thereof, copies of each report (whether monthly, quarterly, annual or otherwise) which either Borrower files with the Control Board or the Division or the MGC pertaining to its gaming revenues, its cash reserves (in compliance with the Division's administrative rule Section 2713), or other material financial information; and Other information - promptly upon the written request of Bank, all regular budgets and such other financial or other information regarding the business and affairs and financial condition of the Borrowers as Bank may reasonably request. All such balance remaining after sheets and other financial reports referred to above shall be in such distributionsdetail as Bank may reasonably request and shall conform to generally accepted accounting principles applied on a basis consistent with those of the financial statements described in Section 4.6 hereof, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on except only for such changes in accounting principles or practice with which the last business day of such calendar year;
(B) independent certified public accountants concur or, as to subsection (a) above, that would be required by the Capital Account:
(1SEC. Section Certificates of Compliance. Concurrently with the furnishing of the annual financial statements pursuant to subsection 5.1(a) hereof, each Borrower will furnish or cause to be furnished to Bank a certificate from the dates independent certified public accountants for the Borrowers stating that in the ordinary course of sale or liquidation their audit of the Borrowers, insofar as it relates to accounting matters, their audit has not disclosed the existence of any condition which constitutes a Default (including without limitation under Sections 5.18 and 5.19 hereof), or if their audit has disclosed the existence of any such condition, specifying the nature, period of existence and status thereof; provided, however, that the independent certified public accountants shall not be liable to Bank for their failure to discover a Default. Concurrently with the furnishing of the Securities monthly and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities quarterly financial statements pursuant to Section 3.10 subsections 5.1(a) and for redemptions pursuant (b) hereof, the Borrowers will furnish to Section 5.02;
(4) Bank a certificate in the deductions for payment form of applicable taxes and fees and expenses Exhibit C attached hereto, signed by the principal financial officer of each of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsBorrowers.
Appears in 1 contract
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to maintain full and accurate books of account and other records reflecting the Income or Capital Accounts results of each Trust Fund the Trustee operations of the Mortgaged Property and shall set forthdeliver to Lender, either in during the instrument by means term of which payment of such distribution is made or in an accompanying statementthe Loan and until the Loan has been fully paid and satisfied, the amount being distributed from following statements and reports:
(a) Annual financial statements, balance sheets and income statements of Borrower and each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind DistributionGuarantor, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time within one hundred twenty (120) days after the last business day end of each calendar year, prepared in accordance with generally accepted accounting principles, consistently applied, which are acceptable to Lender, and certified to by the Trustee shall furnish to chief financial officer of Borrower and each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth Guarantor, respectively;
(b) Monthly operating statements and rent-roll with respect to the Mortgaged Property, within forty-five (45) days after the end of each calendar month, prepared in such calendar year:
(A) form and detail as Lender may require and in accordance with generally accepted accounting principles consistently applied, which are acceptable to Lender, and certified to by the Income Account:
(1) the amount appropriate officer of dividends received on the SecuritiesBorrower;
(2c) Quarterly certificate evidencing among other things, the amounts paid for purchases Debt Coverage Ratio, within forty-five (45) days after the end of New Securities pursuant each calendar quarter Calendar Period basis, prepared in the form and detail described herein, as Lender may reasonably require, and in accordance with generally accepted accounting principles, consistently applied, which are acceptable to Section 3.10 Lender, and for redemptions pursuant to Section 5.02certified by the chief financial officer of Borrower;
(3d) Copies of all state (if applicable) and federal tax returns prepared with respect to Guarantor and Borrower within thirty (30) days of such returns being filed with the deductions for Internal Revenue Service or applicable taxes and fees and expenses of the Truststate authority;
(4e) Copies of extension requests or similar documents with respect to federal or state (if applicable) income tax filings for Guarantor and Borrower within thirty (30) days of such documents being filed with the reservations made by the Trustee pursuant to Section 3.03, if anyInternal Revenue Service or applicable state authority; and
(5f) the balance remaining after such distributions, deductions Such reports and reservations expressed both statements as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Loan Agreement (Behringer Harvard Opportunity REIT II, Inc.)
STATEMENTS AND REPORTS. With each distribution from the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee Borrower shall furnish to Bank:
(i) within the number of days set forth in Section 13 hereof after the end of each person who at any time during fiscal year of Borrower, financial statements of Borrower, which shall include a balance sheet, an income statement showing the results of operations for such calendar a fiscal year was and a Unitholder of any individual Trust Fund a change in financial position statement for such Trust Fund setting fiscal year, together, in each case, with the comparable figures for the immediately preceding fiscal year, all in reasonable detail and prepared in accordance with generally accepted accounting principles, consistently applied, which statements shall contain the certification requirements set forth in Section 13 hereof;
(ii) within the number of days set forth in Section 13 hereof after the end of each of the fiscal periods of Borrower set forth in Section 13 hereof, financial reports of Borrower, which shall include a balance sheet, an income statement showing the results of operations for such fiscal period and a change in financial position statement for such fiscal period, together, in each case, with respect the comparable figures for the immediately preceding corresponding fiscal period, all in reasonable detail and prepared in accordance with generally accepted accounting principles, consistently applied, and containing the certifications required pursuant to Section 13 hereof;
(iii) with each such calendar yearset of financial statements, a certificate prepared as at the end of the period covered by such financial statements, showing the computation as of such date of each of the financial covenants contained in Section 6.1(d);
(iv) within twenty (20) days after the end of each month a Borrowing Base Certificate in the form attached hereto as Exhibit A, to which shall be attached the following reports:
(A) as An aging and listing of all accounts receivable prepared in accordance with generally accepted accounting principles which itemizes each account debtor by name and addresses and which states the total amount payable to the Income Account:
Borrower and contains a breakdown indicating future amounts due and when due, current amounts due, amounts thirty (130) the amount of dividends received on the Securities;
days past due, sixty (260) the amounts paid for purchases of New Securities pursuant to Section 3.10 days past due, and for redemptions pursuant to Section 5.02;
ninety (390) the deductions for applicable taxes or more days past due, and fees reflecting any credit adjustments, returns and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar yearallowances;
(B) as to the Capital Account:
(1) the dates An aging and listing of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account)all accounts payable-trade prepared in a similar manner;
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) A complete and detailed description of all inventory containing a breakdown into the following information:
(1) a list of the Securities as of the last business day of such calendar yearcategories referenced in Section 1.2 hereof and set forth in Section 13 hereof;
(2v) promptly, from time to time, upon request of Bank, such other information concerning the number financial condition, business and affairs of Units outstanding on the last business day of such calendar yearBorrower as shall be reasonably requested by bank;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.
Appears in 1 contract
Samples: Revolving Line of Credit Loan Agreement (Schuff Steel Co)
STATEMENTS AND REPORTS. With each distribution from 29.1 Within one hundred twenty (120) days after the Income or Capital Accounts end of each Trust Fund the Trustee shall set forthof its fiscal years, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee Tenant shall furnish to each person who at any time during Landlord a full and complete financial statement of such calendar year was a Unitholder Tenant and the operations of any individual Trust Fund a statement the Facility operated by such Tenant for such Trust Fund setting forth annual fiscal period, which financial statement shall be prepared by Tenant in accordance with generally accepted accounting principles consistently applied, and certified to Landlord and any Mortgagee/Underlying Lessor by a qualified officer, manager or partner of Tenant having knowledge of the financial condition of Tenant and the methodology by which such annual financial statement was prepared, and which statement shall contain a balance sheet and detailed income and expense statement (collectively called “Financial Statements”) as of the end of the fiscal year.
29.2 Within forty-five (45) days after each calendar month during the Term, each Tenant shall furnish to Landlord a Financial Statement and a detailed census report for the Facility operated by such Tenant for the preceding calendar month.
29.3 Upon Landlord’s written request as to any Facility, but not more than one time per calendar quarter as to such Facility, an aged accounts receivable report of such Facility in sufficient detail to show amounts due in the account age classification of 30 days, 60 days, 90 days, 120 days and over 120 days, within ten (10) days of such request. Such reports shall be prepared in substantially the same form as those prepared by Tenant for any applicable accounts receivable lender or senior secured credit facility lender.
29.4 All Medicare and Medicaid cost reports and any amendments thereto filed or received with respect to any Facility and all responses, audit reports, correspondence or inquiries with respect to such calendar year:
cost reports, within ten (A10) as to the Income Account:
(1) the amount days after Landlord’s written request therefor. At all times, Tenant shall keep and maintain full and correct records and books of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses account of the Trust;
operations of Tenant at the Demised Premises and records and books of account of the entire business operations of Tenant in accordance with sound accounting practices. Upon the written request by Landlord following an Event of Default, Tenant shall make available for inspection by Landlord or its designee not more than once per Lease Year (4) except that such limitation shall not apply after the reservations made by occurrence of an Event of Default), during reasonable business hours, said records and books of account covering the Trustee pursuant entire business operations of Tenant at the Demised Premises. In the event Landlord determines in its reasonable opinion that the Financial Statements may contain a material discrepancy, error or misrepresentation, Landlord shall have the right from time to Section 3.03time to cause a Certified Public Accountant to audit any Financial Statements and said records and books of account. To the extent that such audit confirms a material discrepancy (i.e. in excess of seven percent (7%), if any; and
(5) error or misrepresentation, the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day reasonable costs of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsaudit shall be at Tenant’s expense.
Appears in 1 contract
STATEMENTS AND REPORTS. With each distribution from the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year:
(A) as to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust FundTrust;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributions.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Voyageur Unit Investment Trust Series 4)
STATEMENTS AND REPORTS. With each distribution from the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. 30.1 Within a reasonable period of time one hundred twenty (120) days after the last business day end of each calendar year, Tenant shall cause Guarantor to furnish to Landlord a full and complete audited combined financial statement of the Trustee Guarantor Group for such year, which financial statement (i) shall contain a balance sheet and detailed income and expense statement, as well as supplemental combining schedules, (ii) shall be duly certified by an officer of Guarantor as fairly representing the combined financial condition and results of operations of the Guarantor Group as of and for the year then ended, in accordance with GAAP, and (iii) shall be accompanied by a statement of a nationally recognized accounting firm acceptable to Landlord in its sole discretion that such financial statement presents fairly, in all material respects, the combined financial condition, results of operations, and cash flows of the Guarantor Group as of and for the year then ended and was prepared in conformity with GAAP (collectively called “Financial Statements”). In addition, within one hundred twenty (120) days after the expiration or earlier termination of the Term, Tenant shall deliver to Landlord the Financial Statements of each Tenant covering the period of time from the last day of the immediately preceding fiscal year to the date on which the Term expires or terminates, and any such obligation shall survive the expiration or earlier termination of this Lease.
30.2 Within thirty (30) days after each calendar month during the Term, Tenant shall furnish to Landlord an unaudited Financial Statement and a detailed statistical report for each person who at any time during such of the Facilities for the preceding calendar month and year was a Unitholder of any individual Trust Fund a statement to date in sufficient detail to show average daily payor mix and patient acuity for such Trust Fund setting forth month, as well as such other information as may from time to time be reasonably requested by Landlord.
30.3 Upon Landlord’s written request, but not more than one time per calendar quarter, Tenant shall furnish to Landlord an aged accounts receivable report of each of the Facilities in sufficient detail to show amounts due in the account age classification of 30 days, 60 days, 90 days, 120 days and over 120 days, within ten (10) days of such request.
30.4 Upon Landlord’s written request, Tenant shall furnish to Landlord all Medicare and Medicaid cost reports and any amendments thereto filed or received with respect to the Facilities and all responses, audit reports, rate letters, correspondence or inquiries with respect to such cost reports, within ten (10) days of such request.
30.5 Within twenty (20) days after the close of each calendar year:
(A) as quarter during the Term, Tenant shall deliver to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses Landlord a certificate, signed by a responsible officer of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03Tenant, if any; and
(5) the balance remaining after such distributionscertifying, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day close of such calendar year;
(2) the number of Units outstanding quarterly period, compliance on the last business day part of the Tenant with each of the covenants set forth in Section 32.1 of this Lease, and providing in reasonable detail the calculation of such calendar year;
compliance. At all times, Tenant shall keep and maintain full and correct records and books of account of the operations of Tenant at the Demised Premises and records and books of account of the entire business operations of Tenant in accordance with sound accounting practices. Upon request by Landlord, Tenant shall make available for inspection by Landlord or its designee not more than once per Lease Year (3) except that such limitation shall not apply after the Unit Value based on occurrence of an Event of Default), during reasonable business hours, said records and books of account covering the Trust Fund Evaluations made on entire business operations of Tenant at the last day Demised Premises. In the event Landlord determines in its reasonable opinion that the Financial Statements may contain a material discrepancy, error or misrepresentation, Landlord shall have the right from time to time to cause a certified public accountant to audit any Financial Statements and said records and books of December (account. To the extent that such audit confirms a material discrepancy, error or misrepresentation, such audit shall be at Tenant’s expense. A “material” discrepancy, error or misrepresentation means any discrepancy, error or misrepresentation which results in a misstatement of Tenant’s results from operations reflected in the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed Financial Statements being equal to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsor greater than 5%.
Appears in 1 contract
STATEMENTS AND REPORTS. With each distribution from Borrower and Guarantor agree to deliver to Lender, during the Income or Capital Accounts of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list term of the Securities being distributedLoan and until the Loan has been fully paid and satisfied, (i) certified financial statements (which shall mean and include a balance sheet, income statement and contingent liabilities for Borrower and balance sheet, cash flow and contingent liabilities for Guarantor) of Borrower and, upon the aggregate number written request of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time Lender, Guarantor within ninety (90) days after the last business day end of each calendar year, and such certified interim financial statements as may be reasonably requested by Lender, certified to by an authorized representative of Borrower and by each Guarantor; (ii) tax returns for Borrower and each Guarantor as soon as available, in no event later than thirty (30) days after filing and never after November 1 of each year; (iii) quarterly operating statements for the Trustee Mortgaged Property, within forty-five (45) days after the end of each March 31, June 30, September 30 and December 31 , with an updated Rent Roll for the Mortgaged Property attached thereto; and (iv) such other reports and statements pertaining to the Mortgaged Property as Lender may reasonably require from time to time upon the request of Lender. Borrower and Guarantors shall furnish allow Lender from time to each person who at time to inspect all books and records relating to Borrower’s and Guarantors’, as applicable, financial condition or to the Indebtedness, and to make and take away copies of such books and records. If Borrower or any time during such calendar year was of Guarantors is a Unitholder partnership, joint venture, trust or other type of business association, Borrower or Guarantors shall provide Lender with any individual Trust Fund a statement for such Trust Fund setting forth and all financial statements and other documents and make any and all disclosures to Lender with respect to such calendar year:
(A) as to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(5) the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities Constituent Parties (as defined herein), as Borrower or Guarantors is required to provide and make, and in the net proceeds received therefrom (excluding any portion thereof credited manner required to the Income Account);
(2) the results of In Kind Distributions in connection be provided and made, with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities respect to Borrower or Guarantor pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsthis paragraph.
Appears in 1 contract
Samples: Loan Agreement (Grubb & Ellis Healthcare REIT II, Inc.)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from following statements and reports:
(a) Annual, audited financial statements of Borrower, each such account expressed as a dollar amount per Unit general partner of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety-five (95) days after the last business day end of each calendar year, prepared and certified to by Guarantor and, in the Trustee case of Borrower, the chief financial officer of the general partner of Borrower;
(b) Monthly marketing reports with detailed information as to leasing activities shall furnish to each person who at any time during such calendar year was a Unitholder be provided Lender on or before the fifteenth (15th) day of any individual Trust Fund a statement for such Trust Fund setting forth the following month;
(c) Copies of all state and federal tax returns prepared with respect to Borrower, each Guarantor and the general partner of Borrower within ten (10) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Borrower, each Guarantor and the amounts paid for purchases general partner of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Borrower within ten (10) days of such documents being filed with the Internal Revenue Service or applicable state authority;
(3e) Annual operating statements with respect to the deductions for applicable taxes Mortgaged Property within ninety-five (95) days after the end of each calendar year, prepared in such form and fees detail as Lender may require and expenses certified to by the chief financial officer of the Trustgeneral partner of Borrower;
(4f) Monthly operating statements and a rent roll with respect to the reservations made Phase I Improvements, within thirty (30) days after the end of each calendar month, commencing upon lease-up of said property, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of the general partner of Borrower; and
(5g) the balance remaining after such distributions, deductions Such other reports and reservations expressed both statements as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Xxxxxxxx agrees to deliver to Xxxxxx, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forthLoan and until the Loan has been fully paid and satisfied, either the following statements and reports:
(a) Annual financial statements of Guarantor more particularly described in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time Guaranty within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder 2023;
(b) Annual financial statements of any individual Trust Fund a statement Borrower within ninety (90) days after the end of each calendar year, commencing in the calendar year 2023, which shall be prepared and certified to by the chief financial officer of Xxxxxxxx's general partner;
(c) Quarterly financial statements of Guarantor more particularly described in the Guaranty within forty-five (45) days after the end of each calendar quarter (except for such Trust Fund setting forth the fourth quarter), commencing with the calendar quarter ending March 31, 2023;
(d) Intentionally omitted;
(e) Copies of all state and federal tax returns prepared with respect to Xxxxxxxx and Guarantor within thirty (30) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2f) Copies of extension requests or similar documents with respect to federal or state income tax filings for Guarantor within ten (10) days of such documents being filed with the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Internal Revenue Service or applicable state authority;
(3g) As soon as available, and in any event within ninety (90) days after the deductions for applicable taxes and fees and expenses end of each calendar year, a statement of the Truststatus of the MUD Reimbursables, as of such reporting period then ending certified by the chief financial officer of Xxxxxxxx's general partner as to accuracy and completeness;
(4h) Monthly sales reports and marketing reports with respect to the reservations made Improvements, Estate Lots, Pods, and the Phase II Property, within thirty (30) days after the end of each calendar month, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of Xxxxxxxx's general partner; and
(5i) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining Guaranty, including without limitation, the Compliance Certificate attached as Schedule I to the Guaranty, executed by Guarantor certifying Guarantor’s compliance (or non-compliance, as the case may be) with the financial covenants applicable to Guarantor set forth in the Guaranty, which Compliance Certificate attached as Schedule I to the Guaranty shall be delivered to Lender within ninety (90) days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day end of such each calendar year;.
(Bj) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Notwithstanding any other provision of the Income or Capital Accounts Loan Agreement, the Borrowers shall provide Silicon: (a) within 30 days after the end of each Trust Fund the Trustee shall set forthmonth, either in the instrument by means a monthly financial statement (consisting of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide income statement and a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar year, the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth with respect to such calendar year:
(Abalance sheet) as to the Income Account:
(1) the amount of dividends received on the Securities;
(2) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(3) the deductions for applicable taxes and fees and expenses of the Trust;
(4) the reservations made prepared by the Trustee pursuant to Section 3.03, if anyBorrowers in accordance with generally accepted accounting principles; and
(5b) the balance remaining within 20 days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December each month, an accounts receivable report and an accounts payable report for the prior period, in such form as Silicon shall reasonably specify; (or c) within 20 days after the end of each month, an inventory report in such form as Silicon shall reasonably specify; (d) within 20 days after the last business day prior theretoof each month, a Borrowing Base Certificate in the form attached to this Agreement as Exhibit A, as Silicon may reasonably modify such Certificate from time to time, signed by the Chief Financial Officer or President of PCT Holdings, Inc.; (e) within 50 days after the end of each quarter, a Compliance Certificate in such form as Silicon shall reasonably specify, signed by the Chief Financial Officer or President of Pacific Aerospace & Electronics, Inc., setting forth calculations showing compliance (at the end of each such calendar quarter) with the financial covenants set forth on the Schedule, and certifying that throughout such quarter the Borrowers were in full compliance with all other terms and conditions of this Agreement and the Schedule, and providing such other information as Silicon shall reasonably request; (f) within 120 days following the end of the Borrowers' fiscal year, complete annual CPA-audited financial statements, such audit being conducted by independent certified public accountants reasonably acceptable to Silicon, together with an unqualified opinion of such calendar yearaccountants; and
and (4g) within five days after filing, a copy of all IOQ and 10K filings and other filings made by any Borrower with the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsSecurities Exchange Commission."
Appears in 1 contract
Samples: Loan Modification Agreement (Pacific Aerospace & Electronics Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from following statements and reports:
(a) Annual, audited financial statements of Borrower, each such account expressed as a dollar amount per Unit general partner of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety-five (95) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder 2002, prepared and certified to by Guarantor and, in the case of any individual Trust Fund a statement for such Trust Fund setting forth Borrower, the chief financial officer of the general partner of Borrower;
(b) Monthly marketing reports with detailed information as to leasing activities shall be provided Lender on or before the fifteenth (15th) day of the following month;
(c) Copies of all state and federal tax returns prepared with respect to Borrower, each Guarantor and the general partner of Borrower within ten (10) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Borrower, each Guarantor and the amounts paid for purchases general partner of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Borrower within ten (10) days of such documents being filed with the Internal Revenue Service or applicable state authority;
(3e) Annual operating statements with respect to the deductions for applicable taxes Mortgaged Property within ninety-five (95) days after the end of each calendar year, prepared in such form and fees detail as Lender may require and expenses certified to by the chief financial officer of the Trustgeneral partner of Borrower;
(4f) Monthly operating statements and a rent roll with respect to the reservations made Phase I Improvements, within thirty (30) days after the end of each calendar month, commencing upon lease-up of said property, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of the general partner of Borrower; and
(5g) the balance remaining after such distributions, deductions Such other reports and reservations expressed both statements as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to maintain full and accurate books of account and other records reflecting the Income or Capital Accounts results of the operations of the Mortgaged Property and shall deliver to Lender, during the term of the Loan and until the Loan has been fully paid and satisfied, the following statements and reports:
(a) quarterly, unaudited financial statements, balance sheets and income statements of Borrower within forty-five (45) days after the end of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed quarter (and accurate as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar yearsuch quarter) which shall include for each such period a balance sheet and income statement, the Trustee shall furnish to each person who at any time during such calendar year was together with a Unitholder schedule of any individual Trust Fund contingent liabilities and a statement of projected cash flows, which financial statements and related materials shall be prepared in accordance with Acceptable Accounting Standards and certified to by the chief financial officer of such entity;
(b) semi-annual, unaudited financial statements, balance sheets and income statements of Guarantor within forty-five (45) days after the end of each June and December (and accurate as of the last day of each such period) which shall include for each such Trust Fund setting forth period a balance sheet and income statement, together with a schedule of contingent liabilities and a statement of projected cash flows, which financial statements and related materials shall be prepared in accordance with Acceptable Accounting Standards and certified to by the chief financial officer of such entity (or, in the case of an individual Guarantor, that Guarantor);
(c) copies of all state (if applicable) and federal tax returns prepared with respect to Borrower and Guarantor (as well as any extension requests with respect thereto) within forty-five (45) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2d) upon the amounts paid for purchases commencement of New Securities pursuant the first rental payments by any tenant under any Lease at the Mortgaged Property and thereafter, monthly operating statements, balance sheet, income statement and rent roll with respect to Section 3.10 the Mortgaged Property, within thirty (30) days after the end of each calendar month, prepared in such form and for redemptions pursuant detail as Lender may reasonably require and in accordance with Acceptable Accounting Standards and certified by an appropriate officer of Borrower and including a reconciliation statement as described relative to Section 5.02the Cash Flow Reserve on Exhibit B hereof;
(3e) the deductions for applicable taxes a Compliance Certificate effective as of each month's end and fees and expenses of the Trust;
delivered to Lender no later than thirty (430) the reservations made by the Trustee pursuant to Section 3.03, if anydays after such calendar month's end; and
(5f) the balance remaining after such distributions, deductions other reports and reservations expressed both statements from Borrower and Guarantor as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Owens Realty Mortgage, Inc.)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from following statements and reports:
(a) Annual, audited financial statements of Borrower, each such account expressed as a dollar amount per Unit general partner of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety-five (95) days after the last business day end of each calendar year, prepared and certified to by Guarantor and, in the Trustee case of Borrower, the chief financial officer of the general partner of Borrower and further, in the case of Guarantor, cashflow and contingent liability information shall furnish also be provided Lender;
(b) Monthly marketing reports with detailed information as to each person who at any time during such calendar year was a Unitholder leasing activities shall be provided Lender on or before the fifteenth (15th) day of any individual Trust Fund a statement for such Trust Fund setting forth the following month and monthly construction status reports as to the progress of construction of the Phase II Improvements shall be provided Lender on or before the fifteenth (15th) day of the following month;
(c) Copies of all state and federal tax returns prepared with respect to Borrower, each Guarantor and the general partner of Borrower within ten (10) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Borrower, each Guarantor and the amounts paid for purchases general partner of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Borrower within ten (10) days of such documents being filed with the Internal Revenue Service or applicable state authority;
(3e) Annual operating statements with respect to the deductions for applicable taxes Mortgaged Property within ninety-five (95) days after the end of each calendar year, prepared in such form and fees detail as Lender may require and expenses certified to by the chief financial officer of the Trustgeneral partner of Borrower;
(4f) Monthly operating statements and a rent roll with respect to the reservations made Phase II Improvements, within thirty (30) days after the end of each calendar month, commencing upon lease-up of said property, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of the general partner of Borrower; and
(5g) the balance remaining after such distributions, deductions Such other reports and reservations expressed both statements as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from following statements and reports:
(a) Annual, audited financial statements of Borrower, each such account expressed as a dollar amount per Unit general partner of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth 2010 with respect to such Guarantor and the calendar year:
(A) as year 2011 with respect to Borrower, prepared and certified to by Guarantor and, in the Income Account:
(1) case of Borrower, the amount chief financial officer of dividends received on the Securitiesgeneral partner of Borrower;
(2b) Monthly marketing reports with detailed information as to leasing activities shall be provided Lender on or before the amounts paid for purchases fifteenth (15th) day of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02the following month;
(3c) Copies of all state and federal tax returns prepared with respect to Borrower, Guarantor and the deductions for general partner of Borrower within ten (10) days of such returns being filed with the Internal Revenue Service or applicable taxes and fees and expenses of the Truststate authority;
(4d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Borrower, each Guarantor and the reservations made general partner of Borrower within ten (10) days of such documents being filed with the Internal Revenue Service or applicable state authority;
(e) Annual operating statements with respect to the Mortgaged Property within ninety (90) days after the end of each calendar year, prepared in such form and detail as Lender may require and certified to by the Trustee pursuant chief financial officer of the general partner of Borrower;
(f) Monthly operating statements and a rent roll with respect to Section 3.03the Improvements, if anywithin thirty (30) days after the end of each calendar month, commencing at such time as any tenants occupy their leased space in the Mortgaged Property and commence paying rent (estimated to be December, 2011), prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the chief financial officer of the general partner of Borrower; and
(5g) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;Guaranty.
(Bh) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to maintain full and accurate books of account and other records reflecting the Income or Capital Accounts results of the operations of the Mortgaged Property and shall deliver to Lender, during the term of the Loan and until the Loan has been fully paid and satisfied, the following statements and reports:
(a) quarterly, unaudited financial statements, balance sheets and income statements of Borrower within forty-five (45) days after the end of each Trust Fund the Trustee shall set forth, either in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed quarter (and accurate as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar yearsuch quarter) which shall include for each such period a balance sheet and income statement, the Trustee shall furnish to each person who at any time during such calendar year was together with a Unitholder schedule of any individual Trust Fund contingent liabilities and a statement of projected cash flows, which financial statements and related materials shall be prepared in accordance with Acceptable Accounting Standards and certified to by the chief financial officer of such entity;
(b) semi-annual, unaudited financial statements, balance sheets and income statements of Guarantor within forty-five (45) days after the end of each June and December (and accurate as of the last day of each such period) which shall include for each such Trust Fund setting forth period a balance sheet and income statement, together with a schedule of contingent liabilities and a statement of projected cash flows, which financial statements and related materials shall be prepared in accordance with Acceptable Accounting Standards and certified to by the chief financial officer of such entity (or, in the case of an individual Guarantor, that Guarantor);
(c) copies of all state (if applicable) and federal tax returns prepared with respect to Borrower and Guarantor (as well as any extension requests with respect thereto) within forty-five (45) days of such calendar year:returns being filed with the Internal Revenue Service or applicable state authority; LOAN AGREEMENT - Page 24 667404; Miami-Dade County – Florida
(Ad) as monthly operating statements, balance sheet, income statement and rent roll with respect to the Income Account:
Mortgaged Property, within thirty (130) days after the amount end of dividends received each calendar month, prepared in such form and detail as Lender may reasonably require and in accordance with Acceptable Accounting Standards and certified by an appropriate officer of Borrower and including a reconciliation statement as described relative to the Cash Flow Reserve on the SecuritiesExhibit B hereof;
(2e) the amounts paid for purchases a Compliance Certificate effective as of New Securities pursuant each month's end and delivered to Section 3.10 and for redemptions pursuant to Section 5.02;
Lender no later than thirty (330) the deductions for applicable taxes and fees and expenses of the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if anydays after such calendar month's end; and
(5f) the balance remaining after such distributions, deductions other reports and reservations expressed both statements from Borrower and Guarantor as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year;
(B) as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
STATEMENTS AND REPORTS. With each distribution from Bxxxxxxx agrees to maintain full and accurate books of account and other records reflecting the Income or Capital Accounts results of the operations of the Mortgaged Property, and shall deliver to Lender, during the term of the Loan and until the Loan has been fully paid and satisfied, the following statements and reports:
(a) annual, unaudited balance sheets of Borrower within forty-five (45) days after the end of each Trust Fund fiscal year (the Trustee shall set forth, either in Sunday immediately preceding each September 30) (and accurate as of the instrument by means of which payment last day of such distribution is made or period), which shall be prepared in accordance with Acceptable Accounting Standards and certified by an accompanying statementappropriate officer of Borrower;
(b) quarterly, unaudited balance sheets of Borrower within thirty (30) days after the amount being distributed from end of each such account expressed non-year-end fiscal quarter (each December, March, and June) (and accurate as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time after the last business day of each calendar yearsuch period), the Trustee which shall furnish to each person who at any time during such calendar year was a Unitholder be prepared in accordance with Acceptable Accounting Standards and certified by an appropriate officer of any individual Trust Fund a statement for such Trust Fund setting forth Borrower;
(c) copies of all state (if applicable) and federal tax returns prepared with respect to Borrower (as well as any extension requests with respect thereto) within thirty (30) days of such calendar returns being filed with the Internal Revenue Service or applicable state authority, and in any event no later than October 15th of each year:
(A) as to the Income Account:
(1) the amount of dividends received on the Securities;
(2d) annual, unaudited balance sheets of Pledgor within forty-five (45) days after the amounts paid for purchases end of New Securities pursuant to Section 3.10 each December (and for redemptions pursuant to Section 5.02accurate as of the last day of such period), which shall be prepared in accordance with Acceptable Accounting Standards and certified by an appropriate officer of Pledgor;
(3e) the deductions for applicable taxes unaudited reports and fees and expenses financial statements of Pledgor required under the Trust;
(4) the reservations made by the Trustee pursuant to Section 3.03, if anyPledge Agreement; and
(5f) such other unaudited reports and statements from Borrower as Lender may reasonably require from time to time. At any time and from time to time, Lender shall have the balance remaining after right (and Borrower shall fully cooperate and permit access) to audit the financial and other information provided by Borrower pursuant to the terms of this Agreement or any other Loan Document, as well as to inspect the books, records and accounts of Borrower (and to make copies or extracts thereof), as Lender shall desire. Lender shall pay for the costs of any such distributionsaudit and/or inspection; provided, deductions however, Borrower shall pay such costs and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on expenses (i) during the last business day continuance of such calendar year;
an Event of Default or (B) as if such audit or inspection reveals a material discrepancy from any information previously provided to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionsLender.
Appears in 1 contract
Samples: Loan Agreement (Parks America, Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from each such account expressed as a dollar amount per Unit following statements and reports:
(a) Annual financial statements of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was 2018, which shall be audited by an independent certified public accountant;
(b) Upon the earlier to occur of (i) issuance of a Unitholder certificate of any individual Trust Fund occupancy for the Improvements and (ii) commencement of leasing of the improvements, annual financial statements of Borrower within ninety (90) days after the end of each calendar year, commencing in the calendar year 2018, which shall be prepared and certified to by the chief financial officer of Borrower;
(c) Quarterly financial statements of Guarantor within forty-five (45) days after the end of each calendar quarter, commencing with the calendar quarter ending March 31, 2019, prepared and certified to by the chief financial officer of Guarantor;
(d) Upon the earlier to occur of (i) issuance of a statement certificate of occupancy for such Trust Fund setting forth the Improvements and (ii) commencement of leasing of the improvements, quarterly financial statements of Borrower within forty-five (45) days after the end of each calendar quarter, commencing with the calendar quarter ending December 31, 2018, prepared and certified to by the chief financial officer of Borrower;
(e) Copies of all state and federal tax returns prepared with respect to Borrower and Guarantor within thirty (30) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2f) Copies of extension requests or similar documents with respect to federal or state income tax filings for Guarantor within ten (10) days of such documents being filed with the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Internal Revenue Service or applicable state authority;
(3g) Upon the deductions earlier to occur of (i) issuance of a certificate of occupancy for applicable taxes the Improvements and fees and expenses (ii) commencement of leasing of the Trustimprovements, annual operating statements with respect to the Mortgaged Property within ninety (90) days after the end of each calendar year, prepared in such form and detail as Lender may require and certified to by the chief financial officer of Borrower;
(4h) Upon the reservations made earlier to occur of (i) issuance of a certificate of occupancy for the Improvements and (ii) commencement of leasing of the improvements, monthly operating statements and a rent roll with respect to the Improvements, within thirty (30) days after the end of each calendar month, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of Borrower; and
(5i) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining Guaranty, including without limitation, a Compliance Certificate executed by Guarantor certifying Guarantor’s compliance (or non-compliance, as the case may be) with the financial covenants applicable to Guarantor set forth in the Guaranty, which Compliance Certificate shall be delivered to Lender within ninety (90) days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day end of such each calendar year;.
(Bj) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forthLoan and until the Loan has been fully paid and satisfied, either the following statements and reports:
(a) Annual financial statements of Guarantor more particularly described in the instrument by means of which payment of such distribution is made or in an accompanying statement, the amount being distributed from each such account expressed as a dollar amount per Unit of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed and any cash representing fractional shares being distributed. Within a reasonable period of time Guaranty within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was 2022;
(b) Upon the earlier to occur of (i) issuance of a Unitholder certificate of any individual Trust Fund a statement occupancy for such Trust Fund setting forth the Improvements and (ii) commencement of leasing of the Improvements, annual financial statements of Borrower within ninety (90) days after the end of each calendar year, commencing in the calendar year 2022, which shall be prepared and certified to by the chief financial officer of Borrower;
(c) Quarterly financial statements of Guarantor more particularly described in the Guaranty within forty-five (45) days after the end of each calendar quarter (except for the fourth quarter), commencing with the calendar quarter ending September 30, 2022;
(d) Intentionally omitted;
(e) Copies of all state and federal tax returns prepared with respect to Borrower and Guarantor within thirty (30) days of such calendar year:
(A) as to returns being filed with the Income Account:
(1) the amount of dividends received on the SecuritiesInternal Revenue Service or applicable state authority;
(2f) Copies of extension requests or similar documents with respect to federal or state income tax filings for Guarantor within ten (10) days of such documents being filed with the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02Internal Revenue Service or applicable state authority;
(3g) the deductions for applicable taxes and fees and expenses of the TrustIntentionally omitted;
(4h) Upon the reservations made earlier to occur of (i) issuance of a certificate of occupancy for the Improvements and (ii) commencement of leasing of the Improvements, monthly operating statements, marketing reports with detailed information as to leasing activities, and a rent roll with respect to the Improvements, within thirty (30) days after the end of each calendar month, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the Trustee pursuant to Section 3.03, if anychief financial officer of Borrower; and
(5i) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining Guaranty, including without limitation, the Compliance Certificate attached as Schedule I to the Guaranty, executed by Guarantor certifying Guarantor’s compliance (or non-compliance, as the case may be) with the financial covenants applicable to Guarantor set forth in the Guaranty, which Compliance Certificate attached as Schedule I to the Guaranty shall be delivered to Lender within ninety (90) days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day end of such each calendar year;.
(Bj) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
STATEMENTS AND REPORTS. With each distribution from Borrower agrees to deliver to Lender, during the Income or Capital Accounts term of each Trust Fund the Trustee shall set forth, either in Loan and until the instrument by means of which payment of such distribution is made or in an accompanying statementLoan has been fully paid and satisfied, the amount being distributed from each such account expressed as a dollar amount per Unit following statements and reports:
(a) Annual financial statements of such Trust Fund. If the distribution is an In Kind Distribution, the Trustee shall provide a list of the Securities being distributed, the aggregate number of shares of each Security being distributed Borrower and any cash representing fractional shares being distributed. Within a reasonable period of time Guarantor within ninety (90) days after the last business day end of each calendar year, commencing in the Trustee shall furnish to each person who at any time during such calendar year was a Unitholder of any individual Trust Fund a statement for such Trust Fund setting forth 2014 with respect to such Guarantor and the calendar year:
year 2015 with respect to Borrower, which shall be (Ai) as in the case of Borrower, prepared and certified to by the Income Account:
chief financial officer of Borrower and (1ii) in the amount case of dividends received on the SecuritiesGuarantor, audited by an independent certified public accountant;
(2b) Monthly marketing reports with detailed information as to leasing activities shall be provided Lender on or before the amounts paid for purchases fifteenth (15th) day of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02the following month;
(3c) Copies of all state and federal tax returns prepared with respect to Guarantor within thirty (30) days of such returns being filed with the deductions for Internal Revenue Service or applicable taxes and fees and expenses of the Truststate authority;
(4d) Copies of extension requests or similar documents with respect to federal or state income tax filings for Guarantor within ten (10) days of such documents being filed with the reservations made Internal Revenue Service or applicable state authority;
(e) Annual operating statements with respect to the Mortgaged Property within ninety (90) days after the end of each calendar year, prepared in such form and detail as Lender may require and certified to by the Trustee pursuant chief financial officer of Borrower;
(f) Monthly operating statements and a rent roll with respect to Section 3.03the Improvements, if anywithin thirty (30) days after the end of each calendar month, commencing upon commencement of leasing activities at the Mortgaged Property, prepared in such form and detail as Lender may reasonably require and in accordance with generally accepted accounting principles and certified to by the chief financial officer of Borrower; and
(5g) Such other financial statements and reports required to be delivered to Lender for Guarantor as set forth in the balance remaining Guaranty, including without limitation, a Compliance Certificate executed by Guarantor certifying Guarantor’s compliance (or non-compliance, as the case may be) with the financial covenants applicable to Guarantor set forth in the Guaranty, which Compliance Certificate shall be delivered to Lender within thirty (30) days after such distributions, deductions and reservations expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day end of such each calendar year;quarter.
(Bh) Such other reports and statements as Lender may reasonably require from time to the Capital Account:
(1) the dates of sale or liquidation of any of the Securities and the net proceeds received therefrom (excluding any portion thereof credited to the Income Account);
(2) the results of In Kind Distributions in connection with redemptions of Units, if any;
(3) the amounts paid for purchases of New Securities pursuant to Section 3.10 and for redemptions pursuant to Section 5.02;
(4) the deductions for payment of applicable taxes and fees and expenses of the Trust Fund;
(5) the reservations made by the Trustee pursuant to Section 3.03, if any; and
(6) the balance remaining after such distributions, deductions and reservations, expressed both as a total dollar amount and as a dollar amount per Unit outstanding on the last business day of such calendar year; and
(C) the following information:
(1) a list of the Securities as of the last business day of such calendar year;
(2) the number of Units outstanding on the last business day of such calendar year;
(3) the Unit Value based on the Trust Fund Evaluations made on the last day of December (or the last business day prior thereto) of such calendar year; and
(4) the amounts actually distributed to Unitholders during such calendar year from the Income and Capital Accounts, separately stated, expressed both as total dollar amounts and as dollar amounts per Unit outstanding on the Record Dates for such distributionstime.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
