Laserfiche WebLink
Property (or upon any personal property or fixtures used in connection with the Property), <br />including, without limitation, non-governmental levies and assessments pursuant to <br />applicable covenants, conditions or restrictions; and (c) all license fees, taxes and <br />assessments imposed on City (other than City's income or franchise taxes) which are <br />measured by or based upon (in whole or in part) the amount of the obligations secured by <br />the Property. If permitted by law, Developer may pay any Imposition in installments <br />(together with any accrued interest). <br />12.1.3.1 Right to Contest. Developer shall not be required to pay any <br />Imposition so long as (a) its validity is being actively contested in good faith and by <br />appropriate proceedings, (b) Developer has demonstrated to City's reasonable satisfaction <br />that leaving such Imposition unpaid pending the outcome of such proceedings could not <br />result in conveyance of the Property in satisfaction of such Imposition or otherwise <br />impair City's interests under the Loan Documents, and (c) Developer has furnished City <br />with a bond or other security satisfactory in an amount not less than 100% of the <br />applicable claim (including interest and penalties). <br />12.1.3.2 Evidence of Payment. Upon demand by City from <br />time to time, Developer shall deliver to City, within thirty (30) days following the due <br />date of any Imposition, evidence of payment reasonably satisfactory to City. <br />12.1.3.3 Books and Records. Developer shall maintain complete books of <br />account and other records reflecting its operations (in connection with any other <br />businesses as well as with respect to the Property), in accordance with generally accepted <br />accounting principles applied on a consistent basis or in accordance with such other <br />principles or methods as are reasonably acceptable to City, in accordance with 24 CFR <br />92.508. <br />12.4 Prosect Operating Account. Subject to the requirements of the Senior <br />Lender, Developer must promptly deposit all project income directly into a segregated <br />depository account established exclusively for the Project ("Project Operating Account"). <br />Withdrawals from this account may be made only in accordance with the provisions of <br />this Agreement and the approved Project Budget, as it may be revised from time to time <br />with City approval. Developer may make withdrawals from this account solely for the <br />payment of project expenses (including, without limitation, funding reserves and the <br />making of debt service payments), project fees and permitted distributions to the partners <br />of the Developer. Withdrawals from this account for other purposes may be made only <br />with the prior written approval of the City. <br />12.5 Replacement Reserve Account. Developer must establish or cause to be <br />established a segregated interest-bearing replacement reserve depository account <br />("Replacement Reserve Account") no later than sixty (60) days after the Certificate of <br />Completion is filed. Developer must make monthly deposits from project income into <br />the Replacement Reserve in accordance with Developer's Budget, as amended from time <br />to time. Developer may withdraw funds from the Replacement Reserve Account solely <br />to fund capital improvements for the Project, such as replacing or repairing structural <br />elements, furniture, fixtures or equipment of the Project that are reasonably required to <br />27 <br />