Completion of the Facility Sample Clauses

Completion of the Facility. Payments into Completion Account. (a) The occurrence of the Completion Date and payment of all Project Costs shall be evidenced by the filing with the Disbursement Agent of a certificate of an Authorized Representative of the Partnership, accompanied by a certificate of the Independent Engineer which such certificate shall not be unreasonably withheld or delayed, stating (1) that all conditions precedent to the occurrence of the Completion Date have been satisfied, (2) that, except as stated below, all labor and services required to acquire and complete the Facility have been paid for, (3) the amount, if any, required for the payment of any remaining portion of the Project Costs not then due or payable (or which are being contested), and (4) that all permits, licenses, consents and approvals required to have been obtained on or prior to such date by Governmental, Authorities for the operation of the Facility have been obtained. The certificate specified in this Section 3.5(a) shall also specify the amounts to be transferred from the Construction Account by the Disbursement Agent pursuant to Section 3.4(e). (b) The Completion Account shall be funded: (i) if permitted by Section 3.12 of this Disbursement Agreement, by Buy-Down Amounts paid by the Contractor and received by the Partnership and (ii) from funds remaining in the Construction Account, in the amount, if any, stated in the certificate specified in Section 3.5 (a) hereof as necessary to pay Project Costs which are not then due and payable (or which are being contested). (c) The Disbursement Agent shall apply the monies in the Completion Account to the payment, or reimbursement to the extent the same have been paid or satisfied by the Partnership, of Project Costs to the extent the Completion Account has been funded pursuant to clause (b)(ii) of this Section 3.5 or of the cost of Facility improvements to the extent the Completion Account has been funded pursuant to clause (b)(i) of this Section 3.

Completion of the Facility. The Company will proceed with due diligence to complete the reconstruction, rehabilitation of the Facility and the acquisition and installation of the Equipment. Completion of the same shall be evidenced by a certificate signed by an Authorized Representative of the Company delivered to the Agency stating (A) the date of such completion, (B) that all labor, services, materials and supplies used therefor and all costs and expenses in connection therewith have been paid, (C) that the reconstruction, rehabilitation of the Facility and the acquisition and installation of the Equipment have been completed with the exception of ordinary punchlist items and work awaiting seasonal opportunity, (D) that the Company or the Agency has good and valid title to all Property constituting a portion of the Facility, and that the Facility are subject to the Lease Agreement, and (E) that the Facility are ready for occupancy, use and operation for its intended purposes. Notwithstanding the foregoing, such certificate may state (1) that it is given without prejudice to any rights of the Company against third parties which exist at the date of such certificate or which may subsequently come into being,