10B Action 2012 0117 - Laserfiche WebLink

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identified in that certain Preliminary Report (Order No. 54605- 980412 -09) issued by North American Title Insurance Company and dated October 27, 2011 (provided that taxes and assessments are paid current as of the closing date), deeds of trust and regulatory agreements executed for the benefit of the California Housing Finance Agency (CalHFA), and such other defects, liens, conditions, encumbrances, restrictions, easements and exceptions as City may approve in writing (collectively, the "Permitted Exceptions ") and containing such endorsements as City may reasonably require, with the cost of such Title Policy to be paid by Borrower. (v) Borrower's delivery to the City of evidence of property and liability insurance coverage in accordance with the requirements set forth in Section 10.2 (vi) Borrower's delivery to City of evidence reasonable satisfactory to City that there are no mechanics' liens or stop notices related to the Property or the Project, and Borrower's provision to City of full waivers or releases of lien clams if required by City. (vii) Borrower's delivery to City of each of the following: (i) certificate of good standing, certified by the Secretary of State indicating that Borrower is properly organized and authorized to do business in the State of California, (ii) a certified resolution indicating that Borrower's managing general partner has authorized this transaction and that the persons executing the City Documents on behalf of Borrower have been duly authorized to do so, (iii) copy of Borrower's LP -1 and partnership agreement, certified as accurate and complete by an authorized officer of Borrower's general partner; and (iv) for Borrower's general partner and its manager -- certified copies of the articles of incorporation /articles of organization, bylaws /operating agreement and verification of tax - exempt status, as applicable. (viii) No material adverse change as determined by City in its reasonable judgment shall have occurred in the condition of the Property or in the financial or other condition of Borrower since the date of this Agreement. (ix) City's receipt of a copy of the executed purchase and sale agreement for Borrower's acquisition of the Property and the final settlement statement showing the acquisition price, closing costs and all other amounts paid in connection with Borrower's acquisition of the Property. (x) Satisfaction of all of the following: (a) Borrower's delivery to City of evidence reasonably satisfactory to City that Borrower has obtained all necessary entitlements, permits (including without limitation building permits), licenses, and approvals required to develop the Project, or that the receipt of such permits is subject only to such conditions as City shall reasonably approve; (b) City shall have approved the final plans and specifications for the Project; (c) Borrower's financing for rehabilitation of the Project shall have closed or shall close concurrently with City's disbursement of funds or deposit of funds into escrow, and Borrower shall have delivered to City evidence reasonably satisfactory to City that Borrower has secured binding commitments, subject only to commercially reasonable conditions, for all Project construction and permanent financing, (d) Borrower's delivery to City approval of all of the following: (1) Project construction and operating budgets; (2) payment and performance bonds or other assurance of completion reasonably acceptable to City pursuant to the requirements set 1755895.2 13