Accounting and Audit Procedures; Inspections; Reports and Records. (a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged Taxes, and TIFIA Loan requisitions received and disbursements made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAP, including, with respect to the TIFIA Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding. (b) So long as the TIFIA Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA Loan shall have been paid in full, the TIFIA Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and its independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b) (
Appears in 6 contracts
Samples: Tifia Loan Agreement, Tifia Loan Agreement, Tifia Loan Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged Taxes, and TIFIA Loan requisitions received and disbursements made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAP, including, with respect to the TIFIA Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding.
(b) So long as the TIFIA Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA Loan shall have been paid in full, the TIFIA Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and its independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx TIFIA Lender the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b) (
Appears in 1 contract
Samples: Tifia Loan Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged TaxesRevenues, and any other revenues attributable to the Project, and TIFIA Loan requisitions received and disbursements made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAPGASB, including, with respect to the TIFIA Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding.
(b) So long as the TIFIA Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA Loan shall have been paid in full, the TIFIA Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and the State Auditor or its independent public accountants (and by this provision the Borrower irrevocably authorizes the State Auditor or its independent public accountants to discuss with the XXXXX Xxxxxx the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b19(b) is intended to confer any right to exclude any such representative from such discussions), all at such reasonable times and intervals as the TIFIA Lender may desire. The Borrower agrees to pay all out-of-pocket expenses incurred by the XXXXX Xxxxxx in connection with the XXXXX Xxxxxx’s exercise of its rights under this Section 19(b) at any time when an Event of Default shall have occurred and be continuing.
(c) The Borrower shall maintain and retain all files relating to the Project and the TIFIA Loan until five years after the later of the date on which (1) all rights and duties hereunder and under the Note (including payments) have been fulfilled and necessary audits have been performed and (2) any litigation relating to the Project, the TIFIA Loan or this Agreement is finally resolved. The Borrower shall provide the XXXXX Xxxxxx in a timely manner all records and documentation relating to the Project that the XXXXX Xxxxxx may reasonably request from time-to-time.
(d) The Borrower shall provide to the TIFIA Lender, promptly after the sending or receipt thereof, copies of (i) all reports or other written materials sent to any Nationally Recognized Rating Agency that has provided, or is being requested to provide, a rating on any indebtedness of the Borrower, (ii) all notices and other written communications relating to the Master Trust Indenture, the TIFIA Loan Documents, the Project or the financing thereof, and (iii) all reports, notices and other written materials required to be sent to the Bondholders under the Master Trust Indenture, including, without limitation, all such notices relating to any of the Project Contracts, including the Design-Build Contract.
(e) The TIFIA Lender shall have the right to conduct from time-to-time independent financial and compliance audits of the Borrower in accordance with the Single Audit Act of 1984, as amended, and Office of Management and Budget Circular A 133, “Audits of State and Local Governments,” or as otherwise requested by the XXXXX Xxxxxx. Upon reasonable notice, the Borrower shall cooperate fully in conducting audits and shall provide full access to any books, documents, papers or other records which are pertinent to the Project or the TIFIA Loan, to the Secretary, or the designee thereof, for necessary project or programmatic audits pursuant to 23 U.S.C. § 000, 00 XXX 00.00, 00 X.X.X. § 0000(x) and 31 U.S.C. § 7503(b).
Appears in 1 contract
Samples: Tifia Loan Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all MCA Project-related transactions (including collection of Pledged Taxes, and TIFIA Loan Loans requisitions received and disbursements made with regard to the each Funded MCA Project), so that audits may be performed to ensure compliance with and enforcement of this AgreementAgreement and each other TIFIA MCA Document. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAP, including, with respect to the TIFIA LoanLoans, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding.
(b) So long as any of the TIFIA Loan Loans or any portion thereof shall remain outstanding and until five (5) years after the all of TIFIA Loan Loans shall have been paid in full, the TIFIA Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and its independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx TIFIA Lender the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b17(b) is intended to confer any right to exclude any such representative from such discussions), all at such reasonable times and intervals as the TIFIA Lender may desire. The Borrower agrees to pay all out-of-pocket expenses incurred by the TIFIA Lender in connection with the TIFIA Lender’s exercise of its rights under this Section 17(b) at any time when an Event of Default shall have occurred and be continuing.
(c) The Borrower shall maintain and retain all files relating to each of the MCA Projects, the TIFIA Loans and Pledged Taxes until five (5) years after the later of the date on which (i) all rights and duties hereunder and under the TIFIA Bonds (including payments) have been fulfilled and any required audits have been performed and (ii) any litigation relating to any MCA Project, the TIFIA Loans, Pledged Taxes, this Agreement or any other TIFIA MCA Document is finally resolved or, if the TIFIA Lender has reasonable cause to extend such date, a date to be mutually agreed upon by the TIFIA Lender and the Borrower. The Borrower shall provide to the TIFIA Lender in a timely manner all records and documentation relating to each MCA Project or Pledged Taxes that the TIFIA Lender may reasonably request from time to time.
(d) The Borrower shall provide to the TIFIA Lender, promptly after the sending or receipt thereof, copies of (i) final ratings presentations sent to, and any notices, reports or other written materials (other than those that are ministerial in nature) received from, any Nationally Recognized Rating Agency that has provided, or is being requested to provide, a rating with respect to the MCA Projects or on any indebtedness of the Borrower that is or will be secured by or paid from Pledged Taxes, and (ii) all notices and other written communications, other than those that are non-substantive or ministerial in nature, received by it from the trustee or any bondholder under the Bond Documents, and (iii) all reports, notices and other written materials, other than those that are non-substantive or ministerial in nature, required to be sent to the trustee or any bondholder under the Bond Documents, including all such notices, other than those that are non-substantive or ministerial in nature, relating to the Bonds or any of the Principal Project Contracts; unless, in each case, the TIFIA Lender notifies the Borrower that any such reports, notices and/or other written materials no longer need to be provided.
(e) The Borrower shall have a single or program-specific audit conducted in accordance with 2 C.F.R. Part 200 Subpart F and 31 U.S.C. § 7502 in 2016 and annually thereafter, except to the extent biennial audits are permitted for the Borrower pursuant to 2 C.F.R. § 200.504 and 31 U.S.C. § 7502(b). Upon reasonable notice, the Borrower shall cooperate fully in the conduct of any periodic or compliance audits conducted by the TIFIA Lender, the USDOT, or designees thereof, pursuant to 49 C.F.R. § 80.19, 31 U.S.C. § 7503(b), or 31 U.S.C. § 6503(h) and shall provide full access to any books, documents, papers or other records that are pertinent to each Funded MCA Project or the TIFIA Loans, to the Secretary, or the designee thereof, for any such project or programmatic audit.
Appears in 1 contract
Samples: Tifia Master Credit Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged Taxes, and TIFIA RRIF Loan requisitions received and disbursements made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAP, including, with respect to the TIFIA RRIF Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding.
(b) So long as the TIFIA RRIF Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA RRIF Loan shall have been paid in full, the TIFIA RRIF Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and its independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx RRIF Lender the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b) (
Appears in 1 contract
Samples: Rrif Loan Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged Taxes, and TIFIA Loan requisitions received and disbursements made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAP, including, with respect to the TIFIA Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstanding.
(b) So long as the TIFIA Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA Loan shall have been paid in full, the TIFIA Lender and the FTA shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrower, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts with, and to be advised as to the same by, its officers and employees and its independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b) is intended to confer any right to exclude any such representative from such discussions), all at such reasonable times and intervals as the TIFIA Lender may desire. The Borrower agrees to pay all out-of-pocket expenses incurred by the XXXXX Xxxxxx in connection with the XXXXX Xxxxxx’s exercise of its rights under this Section 20(b) at any time when an Event of Default shall have occurred and be continuing.
(c) The Borrower shall maintain and retain all files relating to the Project and the TIFIA Loan and Pledged Taxes until five (5) years after the later of the date on which (i) all rights and duties hereunder and under the TIFIA Bond (including payments) have been fulfilled and any required audits have been performed and (ii) any litigation relating to the Project, the TIFIA Loan , Pledged Taxes or this Agreement is finally resolved or, if the TIFIA Lender has reasonable cause to extend such date, a date to be mutually agreed upon by the XXXXX Xxxxxx and the Borrower. The Borrower shall provide to the XXXXX Xxxxxx in a timely manner all records and documentation relating to the Project or Pledged Taxes that the XXXXX Xxxxxx may reasonably request from time to time.
(d) While the TIFIA Loan is outstanding, theThe Borrower shall provide to the TIFIA Lender, promptly after the sending or receipt thereof, copies of (i) allfinal ratings presentations sent to, and any notices, reports or other written materials, (other than those that are ministerial in nature, sent to, or) received from, any Nationally Recognized Rating Agency that has provided, or is being requested to provide, a rating on any indebtedness of the Borrower that is or will be secured by or paid from Pledged Taxes, and (ii) all notices and other written communications, other than those that are non-substantive or ministerial in nature, received by it from the trustee or any bondholder under the Bond Documents, and (iii) all reports, notices and other written materials, other than those that are non-substantive or ministerial in nature, required to be sent to the trustee or any bondholder under the Bond Documents, including all such notices, other than those that are non-substantive or ministerial in nature, relating to the Bonds or any of the Principal Project Contracts; unless, in each case, the TIFIA Lender or the FTA Regional Office notifies the Borrower that any such reports, notices and/or other written materials no longer need to be provided.
(e) The TIFIA Lender and FTA shall have the right to conduct from time to time independent financial and compliance audits of the BorrowerBorrower shall have a single or program-specific audit conducted in accordance with the Single Audit Act of 1984, as amended, and Office of Management and Budget Circular A 133, “Audits of State and Local Governments” (as applicable), or as otherwise requested by the TIFIA Lender2 C.F.R. Part 200 Subpart F and 31 U.S.C. § 7502 in 2016 and annually thereafter, except to the extent biennial audits are permitted for the Borrower pursuant to 2 C.F.R. § 200.504 and 31 U.S.C.
Appears in 1 contract
Samples: Tifia Loan Agreement
Accounting and Audit Procedures; Inspections; Reports and Records.
(a) The Borrower shall establish fiscal controls and accounting procedures sufficient to assure proper accounting for all Project-related transactions (including collection of Pledged TaxesReceipts, and any other revenues attributable to the Project, and the TIFIA Loan requisitions requisition received and disbursements disbursement made with regard to the Project), so that audits may be performed to ensure compliance with and enforcement of this Agreement. The Borrower shall use accounting, audit and fiscal procedures conforming to GAAPGASB, including, with respect to the TIFIA Loan, accounting of principal and interest payments, disbursements, prepayments and calculation of interest and principal amounts outstandingoutstanding under the Indenture and this Agreement.
(b) So long as the TIFIA Loan or any portion thereof shall remain outstanding and until five (5) years after the TIFIA Loan shall have been paid in full, the TIFIA Lender shall have the right, upon reasonable prior notice, to visit and inspect any of the locations or properties of the Borrowerany Borrower Related Party, to examine its books of account and records, to make copies and extracts therefrom at the Borrower’s expense, and to discuss the Borrower’s affairs, finances and accounts of any Borrower Related Party with, and to be advised as to the same by, its the officers and employees of any Borrower Related Party and its respective independent public accountants (and by this provision the Borrower irrevocably authorizes its independent public accountants to discuss with the XXXXX Xxxxxx TIFIA Lender the affairs, finances and accounts of the Borrower, whether or not any representative of the Borrower is present, it being understood that nothing contained in this Section 20(b21(b) is intended to confer any right to exclude any such representative from such discussions), all at such reasonable times and intervals as the TIFIA Lender may desire. The Borrower agrees to pay all out-of-pocket expenses incurred by the TIFIA Lender in connection with the TIFIA Lender’s exercise of its rights under this Section 21(b) at any time when an Event of Default shall have occurred and be continuing.
(c) The Borrower shall maintain and retain all files relating to the Project and the TIFIA Loan until five (5) years after the later of the date on which (i) all rights and duties hereunder and under the TIFIA Bond (including payments) have been fulfilled and any required audits have been performed and (ii) any litigation relating to the Project, the TIFIA Loan or this Agreement is finally resolved or, if the TIFIA Lender has reasonable cause to extend such date, a date to be mutually agreed upon by the TIFIA Lender and the Borrower. The Borrower shall provide to the TIFIA Lender in a timely manner all records and documentation relating to the Project that the TIFIA Lender may reasonably request from time to time.
(d) The Borrower shall provide to the TIFIA Lender, promptly after the sending or receipt thereof, copies of (i) all final reports or other final written materials, other than those that are ministerial in nature, sent to, or received from, any Nationally Recognized Rating Agency that has provided, or is being requested to provide, a rating on any indebtedness of the Borrower related to the Project or supported by Authority System Revenue, (ii) all notices and other written communications, other than those that are non-substantive or ministerial in nature, received by it from the Trustee, (iii) all reports, notices and other written materials, other than those that are non- substantive or ministerial in nature, required to be sent to the Trustee under the Indenture, including all such notices, other than those that are non-substantive or ministerial in nature, relating to any of the Principal Project Contracts, unless, in each case, the TIFIA Lender notifies the Borrower that any such reports, notices and/or other written materials no longer need to be provided.
(e) The TIFIA Lender shall have the right to conduct from time to time independent financial and compliance audits of the Borrower in accordance with the Single Audit Act of 1984, as amended, and Office of Management and Budget Circular A 133, “Audits of State and Local Governments” (as applicable), or as otherwise requested by the TIFIA Lender. Upon reasonable notice, the Borrower shall cooperate fully in conducting audits and shall provide full access to any books, documents, papers or other records which are pertinent to the Project or the TIFIA Loan, to the Secretary of the United States Department of Transportation, or the designee thereof, for necessary project or programmatic audits pursuant to 23 U.S.C. § 603, 49 CFR § 80.19, 31 U.S.C. § 6503(h) and 31 U.S.C. § 7503(b). - 63 - 1265512.10-WASSR01A - MSW
Appears in 1 contract
Samples: Tifia Loan Agreement
