Agenda - Council - 03/24/2015 - Laserfiche WebLink

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Section 6.6 Reimbursement of Expenses. Promptly reimburse the HRA, on demand, for any and all expenses of collection of any loan made or to be made hereunder, including reasonable attorneys' fees, whether or not suit is commenced. Section 6.7 Financial Information Regarding Guarantors; Substitute Guarantors. Until the Notes are paid in full, the Borrower shall: (a) Corporate Guarantor. Cause the Corporate Guarantor to provide the HRA with a reviewed financial statement for the Corporate Guarantor for the immediately preceding calendar year prepared by a certified public account (who may be an employee of the Corporate Guarantor) in accordance with generally accepted accounting principles, consistently applied on or before May 15 of each calendar year. If, in any year, the Corporate Guarantor's net worth is less than $2,200,000.00, the Borrower must provide a replacement guaranty from another individual or entity reasonably acceptable to the HRA and having a net worth of not less than $2,200,000.00. If such replacement guaranty is provided, the person or entity providing the replacement guaranty shall be the "Corporate Guarantor" for purposes of this Agreement. (b) Personal Guarantor. Cause the Personal Guarantor to provide the HRA with a personal financial statement for the Personal Guarantor for the immediately preceding calendar year certified by the Personal Guarantor and a copy of the Personal Guarantor's filed federal tax return. If, in any year, the Personal Guarantor's liquid net worth is less than $1,000,000.00, the Borrower must provide a replacement guaranty from another individual or entity reasonably acceptable to the HRA and having a liquid net worth of not less than $1,000,000.00. If such replacement guaranty is provided, the person or entity providing the replacement guaranty shall be the "Personal Guarantor" for purposes of this Agreement. Section 6.8 CPA -Prepared Financial Statements. On or before April 1, 2015 and on or before each April 1 thereafter until April 1, 2025, the Borrower must provide or cause the Developer to provide the HRA with a statement from a certified public accountant setting forth the "Net Cash Flow," "Net Operating Expenses" and "Operating Expenses," as defined in the Development Agreement, for the immediately preceding calendar year and with such back-up documentation regarding income, expenses and debt service as the HRA may reasonably request to confirm the certified public accountant's calculation of "Net Cash Flow," "Net Operating Income," and "Operating Expenses." The certified public accountant who prepares the statement may be an employee of Developer, Borrower or an employee of Developer or Borrower. Section 6.9 No Liens. Unless the HRA provides its prior written consent, ensure that the Development Property (and all portions thereof) remains free of all mortgages, liens, security interests and other encumbrances other than (a) the first lien mortgage in favor of PNC Bank, National Association securing an aggregate amount of not more than $20,500,000, and (b) leases entered into by Developer in the ordinary course of its business. Section 6.10 Financial Statements and Other Reports. Borrower agrees to furnish, or cause to be furnished, to the HRA the following statements: (a) Not later than forty-five (45) calendar days after the end of each fiscal year, internally prepared annual financial statements of Developer and Borrower, including all details C-2-14 2695614v16