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(g) the creation or imposition of any mechanics' or <br />materialmans' lien or other lien against the Property which might materially affect the <br />Property; and/or <br />(h) any material adverse change in the financial condition of <br />Developer. <br />15.4 Further Assurances. Developer shall execute and acknowledge (or cause <br />to be executed and acknowledged) and deliver to City all documents, and take all actions, <br />reasonably required by City from time to time to confirm the rights created or now or <br />hereafter intended to be created under the Loan Documents; to protect and further the <br />validity, priority and enforceability of the City Deed of Trust; to subject to the Deed of <br />Trust any property intended by the terms of any Loan Document(s) to be covered by the <br />City Deed of Trust or otherwise to carry out the purposes of the Loan Documents and the <br />transactions contemplated thereunder. Notwithstanding anything to the contrary set forth <br />herein, the Developer shall have no obligation to execute any document, or take any <br />action, which would (i) change a material term of any Loan Document, (ii) change or <br />impair any material right of Developer and/or (iii) increase the liability of Developer or <br />any partner thereof. <br />15.5 Annual Financial Statements. Developer shall deliver to City, within <br />one hundred twenty (120) days after the end of each Calendar Year, (a) a certified public <br />accountant reviewed balance sheet for Developer as of the end of such Calendar Year and <br />a certified public accountant reviewed statement of profit and loss for Developer and for <br />Developer's operations in connection with the Property for such Calendar Year, together <br />with all supporting schedules, (b) a certificate of such certified public accountant that <br />such documents were reviewed by such certified public accountant in accordance with <br />generally accepted accounting principles and otherwise comply with generally accepted <br />accounting principles review requirements, and (c) a certificate of Developer's <br />Administrative General Partner that such documents: (i) were prepared in accordance <br />with generally accepted accounting principles applied on a consistent basis or in <br />accordance with such other principles or methods as are reasonably acceptable to City, <br />(ii) fairly present Developer's financial condition, (iii) show all material liabilities, direct <br />and contingent, and (iv) fairly present the results of Developer's operations. Developer <br />shall also provide the City with any other annual audit reports issued by other monitoring <br />agencies. <br />15.6 Audits and Access to Records. Developer agrees that City, the U.S. <br />Department of Housing and Urban Development, the Comptroller General of the United <br />States or any of their authorized representatives shall have the right of access, upon <br />reasonable notice, to any books, documents, papers, or other records of Developer which <br />are pertinent to this Agreement in order to make audits, examinations, abstracts, excerpts <br />or transcripts. Developer will maintain all books and records pertaining to this Agreement <br />for a period of not less than five (5) years after all matters pertaining to this Agreement <br />(i.e., audit, disputes or litigation) are resolved in accordance with applicable federal or <br />state laws, regulations or policies, and when a period of affordability or recapture applies <br />to Developer's activities, for a period of not less than five (5) years after the affordability <br />period ends. <br />30 <br />