Common use of Additional Documents and Information Clause in Contracts

Additional Documents and Information. Borrower shall maintain its books and records on an accrual basis in accordance with GAAP, and retained for such period required by law or if longer, such period recommended by the Accountants. Borrower shall keep a ledger and shall maintain all records with respect to the Project. ▇▇▇▇▇▇▇▇’s books and all other records with respect to the Project, and financial statements of ▇▇▇▇▇▇▇▇ and SUU shall be available for examination by Lender, or its duly authorized representative, at any and all reasonable times after reasonable notice; provided, however, that this provision shall not limit the obligations of Borrower to provide reports and other information to Lender in accordance with this Agreement. Borrower shall provide the following reports to Lender and USBCDC at Borrower’s expense: (a) any reports and information reasonably required by Lender or USBCDC to maintain compliance with New Markets Tax Credit requirements, including those reports set forth in Section 7.32; (b) upon the occurrence of any natural disaster and/or incident and/or widespread property damage having a material, adverse impact on the Property, a report of the extent of the damage to the Property, and the effect such damage might have on the operations of the Property. (c) learning of any violation of any health, safety, building code, or other statute or regulation by Borrower which violation has or could reasonably be expected to have a material adverse effect on Borrower, a detailed statement describing such matters along with any written notices thereof received by Borrower from any federal, state, or local governmental entity; (d) within five (5) Business Days after receipt by ▇▇▇▇▇▇▇▇, copies of all default notices, notices of material reductions or elimination of benefits under any federal, state, or local program previously enjoyed by Borrower; notice of any demand for payment or draw under any construction completion guarantee, performance bond, or letter of credit regarding Borrower; and notices regarding the Property’s compliance with any regulatory restrictions imposed thereon; and Borrower shall provide Lender with Notice of any written or oral notice of any (i) default or failure of compliance with respect to any other financial, contractual or governmental obligation of Borrower; (ii) IRS proceeding regarding the Property or Borrower; (iii) litigation, criminal action or administrative proceeding against Borrower or any Affiliate of Borrower; or (iv) communication from any other lenders or the Secretary of State of the State of Utah or any other Person or governmental authority which is not in the ordinary course of business; (e) within ninety (90) calendar days following the end of each fiscal year, annual audited financial statements of Borrower and SUU in form and detail acceptable to Lender, which shall include, without limitation (i) balance sheets, statements of income and retained earnings and statements of cash flows; and (ii) an opinion by an independent certified public accountant selected by Borrower and acceptable to Lender, which opinion shall state that said audited financial statements have been prepared in accordance with GAAP. (f) within two hundred forty (240) calendar days following the end of each calendar year, annual reviewed financial statements of SUU, in form and detail acceptable to Lender which shall include, without limitation, statements of financial position activities, and cash flows, all in reasonable detail and certified by SUU to be true and correct; (g) copies of filed federal and state income tax returns of Borrower and SUU, including all extensions and all supporting schedules (including K-1’s or their equivalent) for each taxable year within thirty (30) calendar days after filing, but in any event not later than one hundred eighty (180) calendar days after the close of such taxable year; (h) upon not less than forty-five (45) days prior written notice (which notice period shall be waived after an Event of Default) from Lender, Borrower shall provide, and shall cause SUU to provide, to Lender such other information reasonably relating to the condition or operations, financial or otherwise, of Borrower and SUU and/or the Project or the economic impact of the Project as Lender may from time to time reasonably request; and (i) not later than thirty (30) days after the end of each calendar quarter prior to meeting the leasing hurdle set forth in Section 7.34(b) herein and not later than sixty (60) days after the end of each calendar year after meeting such leasing hurdle: (i) company prepared financial statements for ▇▇▇▇▇▇▇▇ and SUU, including a balance sheet, profit and loss statements, a statement of operations, a statement of cash flows and a statement of change in financial position of Borrower and SUU, each certified by Borrower or SUU, as applicable; and (ii) a report of such other information as may be deemed by Borrower to be material to the existence or operation of Borrower, SUU, Developr, or Borrower’s business as it relates to the Project or the Property. (j) Within forty-five days (45) days of the end of each calendar year after completion of construction and lease-up (at the SUU level) of the Project, Borrower shall furnish to Lender, all in a form reasonably acceptable to Lender, an annual operating statement for the Property dated as of December 31 of the previous calendar year, the completed Tenant Summary Reports as required under Section 7.14 herein, and a certified rent roll for the Project in such form as Lender may reasonably require and such supporting data as Lender may request. (k) Within fifteen (15) days of the end of each calendar month after completion of construction and during lease-up (at the SUU level) of the Project, Borrower shall furnish to Lender a certified rent roll for the Project in such form as Lender may reasonably require and such supporting data as Lender may request.

Additional Documents and Information. Borrower Within five (5) days after the Effective Date, Seller shall maintain its books deliver the following documents and records on an accrual basis in accordance with GAAP, and retained for such period required by law or if longer, such period recommended by the Accountants. Borrower shall keep a ledger and shall maintain all records with respect items to Purchaser to the Project. ▇▇▇▇▇▇▇▇extent Seller has Knowledge of them and they are either in Seller’s books and all possession or readily available to Seller, without any representations or warranties by Seller other records with respect to the Project, and financial statements of ▇▇▇▇▇▇▇▇ and SUU shall be available for examination by Lender, or its duly authorized representative, at any and all reasonable times after reasonable notice; provided, however, that this provision shall not limit the obligations of Borrower to provide reports and other information to Lender than as provided in accordance with this Agreement. Borrower shall provide the following reports to Lender and USBCDC at Borrower’s expenseparagraph 8: (a) Copies of all material correspondence in Seller’s possession with any reports and information reasonably required by Lender city, county or USBCDC to maintain compliance with New Markets Tax Credit requirements, including those reports set forth in Section 7.32; (b) upon the occurrence of any natural disaster and/or incident and/or widespread property damage having a material, adverse impact on the Property, a report of the extent of the damage other governmental entity relating to the Propertyownership, and the effect such damage might have on the operations development or operation of the Property. (b) Copies of all as-built plans and specifications relating to the Improvements. (c) learning Legible copies of any violation all Licenses and Permits, specifically including, without limitation, the certificate of any health, safety, building code, or other statute or regulation by Borrower which violation has or could reasonably be expected to have a material adverse effect on Borrower, a detailed statement describing such matters along with any written notices thereof received by Borrower from any federal, state, or local governmental entity;occupancy for the Improvements. (d) Legible copies of all insurance policies in effect with respect to the Property, and copies of all claims and settlements of $25,000.00 or more. (e) Legible copies of all service contracts and maintenance agreements (the ”Service Contracts”) and all modifications or amendments thereto and all correspondence and other documents, agreements and writings affecting the Service Contracts. (f) Copies of all landscape plans, irrigation plans, utility plans and maintenance records in the possession of, or reasonably available to Seller. (g) Legible copies of all Records and Plans. (h) A list of all presently pending claims, actions, suits or any other legal or administrative proceedings relating to the Property, which list shall describe in reasonable detail the current status of all such matters and the estimated monetary exposure thereunder. Seller shall notify Purchaser within five (5) Business Days after receipt by ▇▇▇▇▇▇▇▇, copies of all default notices, notices of material reductions or elimination of benefits under any federal, state, or local program previously enjoyed by Borrower; notice of any demand for payment or draw under any construction completion guarantee, performance bond, or letter of credit regarding Borrower; and notices regarding the Property’s compliance with any regulatory restrictions imposed thereon; and Borrower shall provide Lender with Notice of any written or oral notice of any (i) default or failure of compliance with respect to any other financial, contractual or governmental obligation of Borrower; (ii) IRS proceeding regarding the Property or Borrower; (iii) litigation, criminal action or administrative proceeding against Borrower or any Affiliate of Borrower; or (iv) communication from any other lenders or the Secretary of State of the State of Utah or any other Person or governmental authority which is not in the ordinary course of business; (e) within ninety (90) calendar days following the end of each fiscal year, annual audited financial statements of Borrower and SUU in form and detail acceptable to Lender, which shall include, without limitation (i) balance sheets, statements of income and retained earnings and statements of cash flows; and (ii) an opinion by an independent certified public accountant selected by Borrower and acceptable to Lender, which opinion shall state that said audited financial statements have been prepared in accordance with GAAP. (f) within two hundred forty (240) calendar days following the end of each calendar year, annual reviewed financial statements of SUU, in form and detail acceptable to Lender which shall include, without limitation, statements of financial position activities, and cash flows, all in reasonable detail and certified by SUU to be true and correct; (g) copies of filed federal and state income tax returns of Borrower and SUU, including all extensions and all supporting schedules (including K-1’s or their equivalent) for each taxable year within thirty (30) calendar days after filing, but in any event not later than one hundred eighty (180) calendar days after the close of such taxable year; (h) upon not less than forty-five (45) days prior written notice (which notice period shall be waived after an Event of Default) from Lender, Borrower shall provide, and shall cause SUU to provide, to Lender such other information reasonably relating to the condition additional claim or operations, financial matter is made or otherwise, of Borrower and SUU and/or the Project or the economic impact of the Project as Lender may from time to time reasonably request; andinstituted. (i) not later than thirty Copies of ad valorem tax statements covering the Property for the current year, if available, and for the two (302) days after the end immediately preceding calendar years and all subsequent notices of each calendar quarter prior assessment or appraised value with respect to meeting the leasing hurdle set forth in Section 7.34(b) herein and not later than sixty (60) days after the end of each calendar year after meeting such leasing hurdle: (i) company prepared financial statements for ▇▇▇▇▇▇▇▇ and SUU, including a balance sheet, profit and loss statements, a statement of operations, a statement of cash flows and a statement of change in financial position of Borrower and SUU, each certified by Borrower or SUU, as applicable; and (ii) a report of such other information as may be deemed by Borrower to be material to the existence or operation of Borrower, SUU, Developr, or Borrower’s business as it relates to the Project or the Property. (j) Within forty-five days (45) days Copies of all reports and logs maintained by Seller regarding the condition and maintenance of the end of each calendar year after completion of construction and lease-up (at the SUU level) of the ProjectImprovements, Borrower shall furnish to Lenderspecifically including, all in a form reasonably acceptable to Lender, an annual operating statement for the Property dated as of December 31 of the previous calendar yearwithout limitation, the completed Tenant Summary Reports as required under Section 7.14 hereinroof, HVAC and a certified rent roll for the Project in such form as Lender may reasonably require and such supporting data as Lender may requestmechanical systems. (k) Within fifteen (15) days Copies of any environmental audits of the end of each calendar month after completion of construction and during lease-up (Property obtained by or delivered to Seller, including any reports regarding asbestos abatement or remediation that may have been performed at the SUU levelProperty. (l) Copy of the Projectmost recent survey of the Land and the Improvements in Seller’s possession, Borrower shall furnish if any. If this Agreement does not close for any reason, all reports or studies given to Lender a certified rent roll for the Project Purchaser by Seller will be promptly returned to Seller as provided in such form as Lender may reasonably require and such supporting data as Lender may requestparagraph 16(d).

Additional Documents and Information. Borrower shall maintain its books and records on an accrual basis in accordance with GAAPGAAP in all material respects, and retained retain the same for such period required by law or if longer, such period recommended by the Accountants. Borrower shall keep a ledger and shall maintain all records with respect to the Project. ▇▇▇▇▇▇▇▇’s books and all other records with respect to the Project, Project and financial statements of ▇▇▇▇▇▇▇▇ and SUU Borrower shall be available for examination by Lender, or its duly authorized representative, at any and all reasonable times after reasonable during normal business hours upon ten (10) Business Days’ advance written notice; provided, however, that this provision shall not limit the obligations of Borrower to provide reports and other information to Lender in accordance with this Agreement. Borrower shall provide the following reports to Lender and USBCDC at Borrower’s expense: : (a) any reports and information reasonably required by Lender or USBCDC to maintain compliance with New Markets Tax Credit requirementsNMTC Requirements, including those reports set forth in Section 7.32; 7.33; (b) upon the occurrence of any natural disaster and/or incident and/or widespread property damage or environmental threat or contamination having a material, material adverse impact on the Property, a report of the extent of the damage to the Property, and the effect such damage might have on the operations of the Property. ; (c) upon Borrower learning of any violation of any health, safety, building code, or other statute or regulation by Borrower which violation has or could reasonably be expected to have a material adverse effect on BorrowerBorrower and/or the Project, a detailed statement describing such matters along with any material written notices thereof received by Borrower from any federal, state, or local governmental entity; ; (d) within five fifteen (515) Business Days after receipt by ▇▇▇▇▇▇▇▇Borrower, copies of all default notices, notices of material reductions or elimination of material benefits under any federal, state, or local program previously enjoyed by Borrower; notice of any written demand for payment or draw under any construction completion guarantee, performance bond, or letter of credit regarding BorrowerBorrower in excess of $250,000; and notices regarding the Property’s compliance with any regulatory restrictions imposed thereon, which failure to comply would reasonably be expected to have a material adverse effect on Borrower; and Borrower shall provide Lender with Notice of (e) any written or oral notice of any (i) default or failure of compliance with respect to any other financial, contractual or governmental obligation of BorrowerBorrower in excess of $250,000; (ii) IRS proceeding regarding the Property or Borrower; (iii) litigation, criminal action or administrative proceeding against Borrower or any Affiliate of that would reasonably be expected to have a material adverse effect on Borrower; or 33 DM3\22069542.7 (iv) communication from any other lenders or the Secretary of State of the State of Utah or any other Person or governmental authority which is not in the ordinary course of business; (ef) within ninety seventy five (9075) calendar days following of the end of each fiscal yearquarter of the Borrower and the Guarantor (“Fiscal Quarter”), (A) consolidated balance sheets of the Guarantor, and its subsidiaries as of the end of such Fiscal Quarter; (B) consolidated statements of income and consolidated statements of cash flows of Guarantor, and its subsidiaries as of the end of such Fiscal Quarter, certified as true and correct by the Chief Financial Officer of the Guarantor and in a form reasonably acceptable to the Lender in all respects, together with a No Event of Default” Certificate in the form set forth in Exhibit E attached hereto of the Chief Financial Officer of the Guarantor stating that no Event of Default has occurred; (C) a report or such other information as may be deemed by Lender to be material to the existence or operation of Borrower as it relates to the Project or the Property and its financial statements; (g) on or before one hundred twenty (120) days following each Fiscal Year end of Guarantor, (i) annual audited financial statements of Borrower Guarantor, including a balance sheet, an income statement and SUU in form and detail acceptable to Lendera cash flow statement through the end of the prior Fiscal Year, which shall include, without limitation (i) balance sheets, statements of income and retained earnings and statements of cash flows; be prepared by an independent accounting firm and (ii) an opinion by an independent certified public accountant selected by Borrower a profit and acceptable to Lender, which opinion shall state that said audited financial statements have been prepared in accordance with GAAP. loss statement of Borrower; (fh) within two hundred forty (240) calendar days following the end of each calendar year, annual reviewed financial statements of SUU, in form and detail acceptable to Lender which shall include, without limitation, statements of financial position activities, and cash flows, all in reasonable detail and certified by SUU to be true and correct; (g) copies of filed federal and state income tax returns of Borrower and SUU, including all extensions and all supporting schedules (including K-1’s or their equivalent) for each taxable year within thirty (30) calendar days after filing, but in any event not later than one hundred eighty (180) calendar days after the close filing of its federal tax return for each Fiscal Year commencing with the 2025 Fiscal Year; (i) Upon request to Lender, evidence of Insurance as required by this Agreement, no later than ten (10) days prior to the expiration of any Insurance policy required hereunder, ▇▇▇▇▇ certificates evidencing the renewal or replacement of any such taxable year; expiring Insurance policy; (hj) [Reserved]; (k) upon not less than forty-five thirty (4530) days days’ prior written notice (which notice period shall be waived after an Event of Default) from Lender, Borrower shall provide, and shall cause SUU to provide, provide to Lender such other information reasonably relating to the condition or operations, financial or otherwise, of Borrower and SUU and/or the Project or the economic impact of the Project as Lender may from time to time reasonably request; and (il) not later than thirty (30) days after the end January 31 and July 31 of each calendar quarter prior year during the NMTC Recapture Period, a compliance certificate delivered to meeting Lender and Investment Fund, in the leasing hurdle form attached hereto as Exhibit C, setting forth (A) the basis for Borrower’s compliance (or failure of compliance) with each of the covenants set forth in Section 7.34(b7.33 below, (B) herein and not later than sixty (60) days after the end a restatement by reference of each calendar year after meeting of the representations and warranties contained in Section 3 hereof (or providing detailed information why any such leasing hurdle: representation or warranty cannot be restated), and (iC) company prepared financial statements for ▇▇a “No Event of Default” certification in the form set forth in Exhibit E attached hereto of the Chief Financial Officer of Guarantor certifying that no Default or Event of Default exists as of the date of such certificate, or if any Default or Event of Default exists, providing detailed information concerning the nature of all existing Defaults or Events of Default. Upon written request by ▇▇▇▇▇▇ or Investment Fund, Borrower will provide to Lender a true, correct and SUUcomplete list of its employees that includes a general description of services provided and the location where services were performed, including a balance sheetand, profit if applicable, compensation paid for services rendered within and loss statementswithout the Census Tract. Borrower shall retain records of the foregoing throughout the term of the Loan; 34 DM3\22069542.7 (m) on or before March 1 of each year, a statement of operationsbeginning in 2026, a statement of cash flows and a statement of change in financial position of Borrower and SUU, each certified by Borrower or SUU, as applicable; and (ii) a report of such other information as may be deemed by Borrower to be material the Community Benefits Report required pursuant to the existence or operation of Borrower, SUU, Developr, or Borrower’s business as it relates Community Benefits Agreement; (n) [reserved]; (o) [reserved]; (p) All balance sheets and other financial reports referred to the Project or the Property. (j) Within forty-five days (45) days of the end of each calendar year after completion of construction and lease-up (at the SUU level) of the Project, Borrower shall furnish to Lender, all in a form reasonably acceptable to Lender, an annual operating statement for the Property dated as of December 31 of the previous calendar year, the completed Tenant Summary Reports as required under Section 7.14 herein, and a certified rent roll for the Project above will be in such form detail as Lender may reasonably require request and such supporting data as will conform to GAAP applied on a consistent basis; (q) If the last date to deliver any information, report, or notice required by this Agreement falls on any day other than a Business Day, the information, report, or notice shall be delivered by the next Business Day; (r) [Reserved]; and (s) Borrower shall provide Lender may request. with Notice of any written or oral notice of any default or failure of compliance with respect to any other financial, contractual or governmental obligation of Borrower or any Affiliate of Borrower which would materially impact (kA) Within fifteen Borrower’s ability to make payments on the Loan and/or (15B) days of the end of each calendar month after completion of construction and during lease-up (at the SUU level) value of the Project, Borrower shall furnish to Lender a certified rent roll for the Project in such form as Lender may reasonably require and such supporting data as Lender may request.