Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) following the Construction Commencement Date for each Property, cause the development, acquisition, installation, construction and testing of such Property to be prosecuted in a good and workmanlike manner, and respecting each Property substantially in accordance with the applicable Plans and Specifications, the Construction Budget, the applicable contracts relating to the Improvements, the Equipment, other components of such Property and procurement of construction materials, the applicable Construction Contracts, the applicable construction schedule, prevalent industry practices and otherwise in accordance with Section 3.1 hereof;
(b) not commence construction with respect to any Improvements that cannot reasonably be expected to be completed by the Construction Period Termination Date;
(c) cause the Completion Date for any Improvements to occur on or before the Construction Period Termination Date, free and clear (by removal or bonding) of Liens or claims for materials supplied or labor or services performed in connection with the development, acquisition, installation, construction or testing thereof;
(d) obtain the certificate of occupancy for such Improvements by the Completion Date therefor;
(e) at all times subsequent to the initial Advance respecting a Property (i) cause good and indefeasible title to the applicable Property to vest in the Owner Trustee, (ii) cause a valid, perfected, first priority Lien on the applicable Property to be in place in favor of the Agent (for the benefit of the Lenders and the Holders), subject to Permitted Liens, (iii) file all necessary documents under the applicable real property Law and Article 9 of the Uniform Commercial Code to perfect such title and Liens and (iv) not permit Liens (other than Permitted Liens and Lessor Liens) to be filed or maintained respecting the applicable Property;
(f) no less than five (5) Business Days prior to the scheduled date for the initial Construction Advance to be made in connection with any Property, the Construction Agent shall deliver to the Agent (for the benefit of the Lessor) true, complete and correct copies of the Construction Budget therefor. Thereafter, the Construction Agent, on a monthly basis, shall deliver to the Lessor true, correct and complete copies of any material modifications of the Construction Budget and progress reports regarding the development, acquisition, installation, construction an...
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) following the Construction Commencement Date for each parcel of Land, cause construction of a Building on such Land to be prosecuted diligently and without undue interruption substantially in accordance with the Plans and Specifications for such Land and in compliance in all material respects with all Requirements of Law and insurance requirements;
(b) notify the Lessor and the Agent in writing not less than five (5) Business Days after the occurrence of each Construction Force Majeure Event;
(c) take all reasonable and practical steps to minimize the disruption of the construction process arising from Construction Force Majeure Events;
(d) take all reasonable and practical steps to cause the Completion Date for such Leased Property to occur on or prior to the Scheduled Construction Termination Date for such Leased Property, and cause all Liens (including, without limitation, Liens or claims for materials supplied or labor or services performed in connection with the construction of the Buildings), other than Permitted Liens and Lessor Liens, to be discharged;
(e) following the Completion Date for each Leased Property, cause all outstanding punch list items with respect to the Buildings on such Leased Property to be completed within sixty (60) days after said Completion Date; and
(f) at all times during construction of any Building, cause all title to all personalty financed by the Lessor on or within such Leased Property to be and remain vested in the Lessor and cause to be on file with the applicable filing office all necessary documents under Article 9 of the Uniform Commercial Code to perfect such title free of all Liens other than Permitted Liens, it being understood and acknowledged that such Lessor's rights, title and interest in and to said personalty have been assigned to the Agent pursuant to the Operative Documents.
Covenants of the Construction Agent. The Construction Agent ----------------------------------- hereby covenants and agrees that it will:
(a) following the Construction Commencement Date for each parcel of Land, cause construction of a Building on such Land to be prosecuted diligently and without undue interruption substantially in accordance with the Plans and Specifications for such Land, in accordance with the Construction Budget for such Leased Property and in compliance in all material respects with all Applicable Law and insurance requirements;
(b) notify the Lessor and the Agent in writing not less than five (5) Business Days after the occurrence of each Construction Force Majeure Event;
(c) take all reasonable and practical steps to cause the Completion Date for such Leased Property to occur on or prior to the Scheduled Construction Termination Date for such Leased Property, and cause all Liens (including, without limitation, Liens or claims for materials supplied or labor or services performed in connection with the construction of the Buildings), other than Permitted Liens and Lessor Liens, to be discharged;
(d) following the Completion Date for each Leased Property, cause all outstanding punch list items with respect to the Buildings on such Leased Property to be completed within sixty (60) days after said Completion Date;
(e) at all times during Construction, cause all title to all personalty financed by the Lessor on or within such Leased Property to be and remain vested in the Lessor and cause to be on file with the applicable filing office or offices all necessary documents under Article 9 of the Uniform Commercial Code to perfect such title free of all Liens other than Permitted Liens, it being understood and acknowledged that such Lessor's rights, title and interest in and to said personalty have been assigned to the Agent pursuant to the Operative Documents;
(f) not enter into any agreements or arrangements with any Person (other than the Funding Parties pursuant to the Operative Documents) that would result in any claim against, or liability of, the Agent or any Funding Party resulting from the fact that any Leased Property is not completed on or prior to the Scheduled Construction Termination Date therefor; and
(g) take all reasonable and practical steps to minimize the disruption of the construction process arising from Construction Force Majeure Events.
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) following the Construction Commencement Date for each Property, cause the development, acquisition, installation, construction and testing of such Property to be prosecuted in a good and workmanlike manner, and respecting each Property in accordance with the applicable Plans and Specifications, the Construction Budget, the applicable contracts relating to the Improvements, the Equipment, other components of such Property and procurement of construction materials, the applicable construction
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) cause construction of the Improvements on each Property to be prosecuted diligently and continuously in accordance with the Plans and Specifications for such Property and in compliance with all Legal Requirements and Insurance Requirements for use as a child care center;
(b) cause the Completion Date for such Property to occur on or prior to the Outside Completion Date, free and clear (by removal or bonding) of Liens (other than Permitted Liens or Lessor Liens) or material claims for materials supplied or labor and services performed in connection with the construction of the Improvements;
(c) pay and discharge any and all Project Costs in connection with the Properties, including, without limitation, the costs of, as applicable, constructing, equipping and furnishing each of the Properties and payment of all real estate taxes, insurance premiums and other items payable prior to Completion of a Property, as the same become due and payable;
(d) following the Completion Date for each Property use reasonable good-faith efforts to cause all outstanding punch list items with respect to the Improvements on such Property to be completed;
(e) cause the Improvements on each Property to be constructed for an amount equal to or less than 110% of the Projected Completion Value with respect to such Improvements; and
(f) comply fully and punctually with all of the terms, covenants and conditions on its part to be complied with under the Construction Agreement.
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) cause construction of the Energy Improvements and the Other Customers Facilities to be prosecuted diligently and without delay (subject to Events of Force Majeure (as defined in the Funding Agents' Disbursement and Administration Agreement)) so that the Energy Improvements and other Customers Facilities will be fit for their intended purpose and shall be designed, constructed and equipped in compliance with this Agreement, the ESA, the Construction Documents, the Construction Agreements, the Funding Agents' Disbursement and Administration Agreement, and all applicable laws and insurance requirements;
(b) notify Owner in writing not less than five (5) business days after the occurrence of any such Event of Force Majeure affecting Seller's obligations pursuant to Section 2.7(a);
(c) take all reasonable and practical steps to minimize delays, increased costs and the disruption of the construction process arising from such Events of Force Majeure Events;
(d) cause the Service Commencement Date to occur on or prior to the Outside Completion Deadline and cause any liens on the Energy Improvements and the Other Customer Facilities (including, without limitation, liens or claims for materials supplied or labor or services performed in connection with the construction of the Energy Improvements and the Other Customers Facilities) to be discharged or bonded off or over to the reasonable satisfaction of Owner;
(e) at all times commencing with the purchase of any equipment, material or facilities constituting any part, and during construction, of any Energy Improvements and the Other Customers Facilities, cause title to all such equipment, material and facilities constituting any part of the Energy Improvement and the Other Customers Facilities to be and remain vested in Owner.
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees with respect to each Uncompleted Property that it will:
Covenants of the Construction Agent. (a) The Construction Agent covenants that it shall pay, or cause to be paid, to the extent funds are available, in compliance with the Financing Documents, all Project Costs as and when due.
(b) The Construction Agent covenants that it shall, on behalf of AES URC, prepare all requisitions required for disbursements of funds from the Construction Account under the Collateral Agency Agreement, and submit the same as set forth therein so as to pay, or reimburse the Construction Agent for its payment of, costs related to the Project Improvements and the Services, subject to the applicable provisions of the Financing Documents.
(c) The Construction Agent covenants that it shall use the proceeds of each disbursement of Project Loan funds from the Construction Account in compliance with the Financing Documents.
Covenants of the Construction Agent. The Construction Agent hereby covenants and agrees that it will:
(a) promptly commence the Construction following the Improvements Closing Date and prosecute the Construction diligently and without interruption (subject only to delays caused by Force Majeure Events) in accordance in all Material respects with the Plans and Specifications, all Requirements of Law and all Insurance Requirements;
(b) notify the Lessor in writing as soon as practical after the occurrence of each Force Majeure Event;
(c) take all reasonable and practical steps to minimize the disruption of the construction process arising from Force Majeure Events;
(d) cause the Substantial Completion of the Construction to occur on or prior to the Outside Completion Date, and cause all Liens (including, without limitation, Liens or claims for materials supplied or labor or services performed in connection with the construction of the Subject Improvements), other than Permitted Liens, to be discharged; and
(e) following the Substantial Completion of the Construction, cause all outstanding punch list items with respect to the Construction to be promptly and expeditiously completed following Substantial Completion.
