02 - Laserfiche WebLink

ATTACHMENT 1 (x) "Property Management Agreement" shall mean that certain Assisted Living Management Agreement dated September 1, 2005, by and between Eskaton Properties Incorporated and BLP Partnership, Inc, as may be amended from time to time, or a successor Management Agreement approved by City. (xi) "Property Manager's Subordinated Fee" shall mean that portion of the property management fee that must go unpaid in any given fiscal year in order to make mandatory debt service payments on the Approved Financing, as more fully described in the Property Management Agreement. (xii) "Surplus Cash" shall mean the difference between the Gross Revenue and Annual Operating Costs. (b) Annual Payments from Surplus Cash. (i) Waterfall of Payments. Commencing at the end of the fiscal year in which the Conversion Date occurs, and on that day for each year thereafter for the Term of the Loan, the Borrower shall use any existing Surplus Cash and any Development Surplus Cash to make the following payments in the following order of priority: (1) To pay the Property Manager's Subordinated Fee, if any. (2) To pay the payment due on the Help Loan Payment as set forth in HELP Loan Amended and Restated Promissory Note. (3) To pay the City Loan Payment. (4) To pay the Asset Management Fee. (5) Any remaining Surplus Cash shall be distributed as follows: (a) 72%shall be deposited into the Affordability Reserve; (b) 8% shall be paid to BRIDGE Housing, Inc. as a fee for managing the Affordability Reserve for the Project; and (c) 20% shall be distributed to BRIDGE Housing, Inc. (ii) Payments to Accrue until Paid. (1) To the extent there is insufficient Surplus Cash to make the payments set forth in Section 2.3(b)(i)(1), (3) or (4), the unpaid amount shall accrue and be paid from Surplus Cash in subsequent year(s) in the order of priority of the Waterfall of Payments set forth in Section (i), above. 144\105\1089664.2