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(c) any change in Developer's principal place of business; <br />(d) any aspect of the Improvements that is not in substantial conformity <br />with the plans or code; <br />(e) any Event of Default or event which, with the giving of notice or the <br />passage of time or both, would constitute an Event of Default; <br />(f) any material default by Developer or any other party under any Senior <br />Loan document, or the receipt by Developer of any notice of default under any Senior Loan <br />document; <br />(g) the creation or imposition of any mechanics' or materialmans' lien or <br />other lien against the Property which might materially affect the Property; and/or <br />(h) any material adverse change in the financial condition of Developer. <br />1504. Further Assurances. Developer shall execute and acknowledge (or cause to be <br />executed and acknowledged) and deliver to Agency/City all documents, and take all actions, <br />reasonably required by Agency/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 validity, <br />priority and enforceability of the Agency/City Deeds of Trust; to subject to the Deed(s) of Trust any <br />property intended by the terms of any Loan Documents to be covered by the Agency/City Deeds of <br />Trust or otherwise to carry out the purposes of the Loan Documents and the transactions <br />contemplated thereunder. <br />1505. Annual Financial Statements. Developer shall deliver to Agency/City, within one <br />hundred fifty (150) days after the end of each Calendar Year, (a) a certified public accountant <br />reviewed balance sheet for Developer as of the end of such Calendar Year and a certified public <br />accountant reviewed statement of profit and loss for Developer and for Developer's operations in <br />connection with the Property for such Calendar Year, together with all supporting schedules, (b) a <br />certificate of such certified public accountant that such documents were reviewed by such certified <br />public accountant in accordance with generally accepted accounting principles and otherwise comply <br />with generally accepted accounting principles review requirements, and (c) a certificate of <br />Developer's chief financial officer that such documents: (i) were prepared in accordance with <br />generally accepted accounting principles applied on a consistent basis or in accordance with such <br />other principles or methods as are reasonably acceptable to Agency/City, (ii) fairly present <br />Developer's financial condition, (iii) show all material liabilities, direct and contingent, and <br />(iv) fairly present the results of Developer's operations. Developer shall also provide the <br />Agency/City with any other annual audit reports issued by other monitoring agencies. Developer <br />shall include in said reports a residual receipts report. In addition to the foregoing, Developer shall <br />comply with the requirements set forth in Section 1210. <br />1506. Audits and Access to Records. Developer agrees that Agency/City, the U.S. <br />Department of Housing and Urban Development, the Comptroller General of the United States or <br />any of their authorized representatives shall have the right of access, upon reasonable notice, to any <br />books, documents, papers, or other records of Developer which are pertinent to this Agreement in <br />order to make audits, examinations, abstracts, excerpts or transcripts. Developer will maintain all <br />books and records pertaining to this Agreement for a period of not less than five (5) years after all <br />48 <br />25F-54