VISTA DEL RIO PARTNERS, L.P. - Laserfiche WebLink

Home Browse Search

of Governmental Authority approvals), all Governmental Authority approvals, all rights of third parties, and all Governmental Requirements, that are applicable or relate to Vista Del Rio, the Property, or Vista Del Rio's business thereon. 12.3 Taxes and Impositions. Vista Del Rio shall pay, prior to delinquency, all of the following (collectively, the "Impositions "): (a) all general and special real property taxes and assessments imposed on the Property; (b) all other taxes and assessments and charges of every kind that are assessed upon the Property (or upon the owner and /or operator of the Property) and that create or may create a lien upon the Property (or upon any personal property or fixtures used in connection with the Property), including, without limitation, non - governmental levies and assessments pursuant to applicable covenants, conditions or restrictions; and (c) all license fees, taxes and assessments imposed on City or Successor Agency (other than City's income or franchise taxes) which are measured by or based upon (in whole or in part) the amount of the obligations secured by the Property. If permitted by law, Vista Del Rio may pay any Imposition in installments (together with any accrued interest). 12.3.1 Right to Contest. Vista Del Rio shall not be required to pay any Imposition so long as (a) its validity is being actively contested in good faith and by appropriate proceedings, (b) Vista Del Rio has demonstrated to City's reasonable satisfaction that leaving such Imposition unpaid pending the outcome of such proceedings could not result in conveyance of the Property in satisfaction of such Imposition or otherwise impair City and Successor Agency's interests under the Loan Documents, and (c) Vista Del Rio has furnished City with a bond or other security satisfactory in an amount not less than 100% of the applicable claim (including interest and penalties). 12.3.2 Evidence of Payment. Upon demand by City or Successor Agency from time to time, Vista Del Rio shall deliver to City or Successor Agency, within thirty (30) days following the due date of any Imposition, evidence of payment reasonably satisfactory to City. 12.3.3 Books and Records. Vista Del Rio shall maintain complete books of account and other records reflecting its operations (in connection with any other businesses as well as with respect to the Property), in accordance with generally accepted accounting principles applied on a consistent basis or in accordance with such other principles or methods as are reasonably acceptable to City, in accordance with 24 CFR 92.508. 12.4 [Intentionally omitted] 12.5 Project Operating Budget. Prior to the Closing, and annually thereafter not later than 60 days prior to the beginning of the next Calendar Year, Vista Del Rio shall submit a projected operating budget and cash flow ( "Operating Budget ") to the Executive Directors. The Operating Budget and cash flow shall be in a form that is reasonably acceptable to the Executive Directors. Vista Del Rio must promptly deposit all revenue received with respect to the Project directly into a segregated, interest - bearing depository account established exclusively for the Project ( "Project Operating Account "). Withdrawals from the Project Operating Account may be made only in accordance with the provisions of this Agreement and the Operating Budget approved annually by the Executive Directors, as it may be revised from time to time with City and Successor Agency approval. Vista Del Rio may make withdrawals from the Project Operating Account solely for the payment of Project expenses and Project fees included in the approved Operating Budget. Withdrawals from the Project Operating Account for other purposes may be made only with the prior written approval of the Executive Directors. Further, Vista Del Rio shall obtain the prior written 29 DOCSOC/ 1475221 v 10/200272 -0004