Common use of Disbursement of Loan Proceeds Clause in Contracts

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, shall disburse the amounts on deposit in the Project Loan Account to the Borrower upon (i) receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust Bonds shall be available for disbursement, as determined by the Trust in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, State shall disburse the amounts on deposit in the Project Loan Account State Fund to the Borrower upon Borrower (i) upon receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, Borrower in a form satisfying the requirements of Section 5.02(3) of the Bond ResolutionRegulations, and (ii) consistent with subject to the schedule for disbursement as limitations set forth in Exhibit C hereofsubsection (c) of this Section 3.02. (b) The Trust and the Trustee State shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of Loan Closing shall have occurred on the Trust Bonds date established therefor by the State; (ii) there shall be moneys available in the State Fund for disbursement, as determined by the Trust State in its sole and absolute discretion; (iiiii) in accordance with the Bond “New Jersey Infrastructure Trust Act”, P.L. 1985, c. 334, as amended (N.J.S.A. 58:11B-1 et seq.), and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund closed an I-Bank Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project, plus the amount of: (A) capitalized interest during the Project construction period, if any, (B) certain issuance expenses related thereto, and (C) if applicable, an amount sufficient to pay the interest that accrued on any short-term loan by the I-Bank to the Borrower; (iiiiv) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the I-Bank Loan or any outstanding Construction Financing Program Loan, or and/or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the TrustI-Bank, respectively, for the Fund Loan and the I-Bank Loan and any outstanding Construction Financing Program Loan; and (ivv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may State shall not disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent State Fund pursuant to the scheduled date for disbursement thereof provisions of this Section 3.02 at any time on or after the State Fund Disbursement Deadline, and, as of such scheduled date is identified date, any Loan proceeds that remain on deposit in the disbursement schedule set forth in Exhibit C hereof, provided that (A) State Fund shall no longer be available to the Borrower has otherwise satisfied via the requirements disbursement procedures of this Section 3.02, and but shall be allocated only as provided in Section 3.03A hereof. (Bd) such disbursement, in a manner that is inconsistent In connection with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed Borrower from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time State Fund pursuant to the provisions of this Section 3.02, the preceding sentenceBorrower shall comply with each of its covenant obligations pursuant to this Loan Agreement relating to such disbursement of Loan proceeds to the Borrower, as well as the use of such Loan proceeds by the Borrower, including without limitation, the provisions of Section 2.02(h)(ii) hereof.

Disbursement of Loan Proceeds. In connection with each request by the Borrower (a "Disbursement Request") for the disbursement of all or a portion of the funds deposited in the Loan Proceeds Account, the Borrower shall deliver to the Agent (a) The Trustee, as a written Disbursement Request not later than 12:00 noon (New York City time) three (3) Business Days prior to the agent proposed disbursement date and (b) a certificate of the Trust, shall disburse the amounts on deposit in the Project Loan Account to chief executive officer or chief financial officer of the Borrower upon (i) receipt certifying that (A) no Default or Event of a requisition executed by an Authorized Officer Default has occurred and is continuing both before and after giving effect to the proposed disbursement, (B) the conditions set forth in Section 4.02 hereof have been satisfied and (C) in the case of the Borrowerinitial Disbursement Request, and approved all of the proceeds from the Initial Equity Investment have been expended by the Trust, Borrower to fund the Borrower's business operations and such expenditures were made in a form satisfying compliance with the requirements of Section 5.02(3) Business Plan (it being understood that the proceeds of the Bond Resolution, Loans are not to be used by the Borrower until the Initial Equity Investment is fully expended) and (ii) consistent with in the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and case of each Disbursement Request after the Trustee shall not be required to disburse any Loan initial Disbursement Request, stating the aggregate amount of cash proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust Bonds shall be available for disbursement, as determined received by the Trust in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to issuance of its Capital Stock in excess of the scheduled date for Initial Equity Investment. Such Disbursement Request shall be irrevocable and shall specify the principal amount of the proposed disbursement thereof as such scheduled date is identified (which must be in the disbursement schedule set forth a minimum amount of $5,000,000 and in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements multiples of this Section 3.02$1,000,000 in excess thereof), and (B) such disbursementthe proposed disbursement date, in which must be a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the RegulationsBusiness Day. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an The maximum amount of funds that may be disbursed from the Project Loan Proceeds Account earlier than at any time together with the date on which such maximum aggregate amount of funds were scheduled to that have already been disbursed pursuant from the Loan Proceeds Account shall not at any time exceed the Disbursement Amount. The Agent may act without liability upon the basis of written, telecopy or telephone notice reasonably believed by the Agent in good faith to be from the Borrower (or from any officer thereof designated in writing to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceAgent).

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the TrustI-Bank, shall disburse the amounts on deposit in the Project Loan Account to the Borrower upon (i) upon receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the TrustI-Bank, in a form satisfying the requirements of Section 5.02(3) of the Bond ResolutionIndenture, and (ii) consistent with subject to the schedule for disbursement as limitations set forth in Exhibit C hereofsubsection (c) of this Section 3.02. (b) The Trust I-Bank and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust I-Bank Bonds shall be available for disbursement, as determined by the Trust I-Bank in its sole and absolute discretion; (ii) in accordance with the Bond Act, Act and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, closed a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys funds available to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan or any outstanding Construction Financing Program Loan, or and/or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the TrustI-Bank, respectively, for the Fund Loan and the Loan and any outstanding Construction Financing Program Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust I-Bank and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may Trustee shall not disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent pursuant to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements provisions of this Section 3.023.02 at any time on or after the Project Loan Account Disbursement Deadline, and (B) and, as of such disbursementdate, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining that remain on deposit in the Project Loan Account, subsequent Account shall no longer be available to the date on which such funds should have been disbursed pursuant to Borrower via the disbursement schedule set forth procedures of this Section 3.02, but shall be disbursed only as provided in Exhibit C Section 3.03A hereof, that, in . (d) In connection with the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed to the Borrower from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of this Section 3.02, the preceding sentenceBorrower shall comply with each of its covenant obligations pursuant to this Loan Agreement relating to such disbursement of Loan proceeds to the Borrower, as well as the use of such Loan proceeds by the Borrower, including without limitation, the provisions of Section 2.02(g)(ii) hereof.

Disbursement of Loan Proceeds. (a) The TrusteePrior to any disbursement of Loan‌ proceeds, the City will prepare a budget and construction disbursement schedule which shall be updated from time to time as required by the agent progress of construction. Installments of the TrustLoan, representing purchase price installments of the Bonds, shall disburse be paid by the amounts Department to the City under the terms of this Loan Agreement, upon receipt of a properly completed requisition in the form attached hereto as Exhibit D, subject to and conditioned upon the availability of sums on deposit in the Project Loan Account to State Revolving Fund. The City will deposit such proceeds in the Borrower upon (i) receipt of Construction Fund and will utilize and expend such proceeds in a requisition executed by an Authorized Officer of the Borrower, timely and approved by the Trustexpeditious manner and, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolutionparticular, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unlesswill: (ia) the proceeds of the Trust Bonds shall be available for disbursement, as determined by the Trust in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable pay promptly all approved Costs (as defined in such Regulations) of the Project; (iiib) proceed expeditiously with and complete the Borrower shall have on hand moneys Project in accordance with Plans and Specifications, with construction reasonably expected to begin within six (6) months after the Delivery Date; (c) provide and maintain competent and adequate supervision and inspection of the Project; (d) disburse all installments of the purchase price of the Loan to pay for the greater of (A) that portion of the total Costs of the Project no more than twenty (20) calendar days after receipt of such installment of the purchase price; (e) return promptly upon written request of the Department any and all unused funds, including all costs or amounts found not eligible or disallowed by the Department or any portion of any installment of the purchase price that is not eligible disbursed to be funded from the Fund Loan or the Loan, or (B) that portion of the total pay Costs of the Project that exceeds the actual amounts within twenty (20) calendar days after receipt of the loan commitments made such installment by the State and the Trust, respectively, for the Fund Loan and the LoanCity; and (ivf) no Event of Default nor any event that, with complete the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request Project within two years of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and Delivery Date unless the Department a certificate of gives its written approval to an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceextended construction period.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the TrustI-Bank, shall disburse the amounts on deposit in the Project Loan Account to the Borrower upon (i) upon receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the TrustI-Bank, in a form satisfying the requirements of Section 5.02(3) of the Bond ResolutionIndenture, and (ii) consistent with subject to the schedule for disbursement as limitations set forth in Exhibit C hereofsubsection (c) of this Section 3.02. (b) The Trust I-Bank and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust I-Bank Bonds shall be available for disbursement, as determined by the Trust I-Bank in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan or any outstanding Construction Financing Program Loan, or and/or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the TrustI-Bank, respectively, for the Fund Loan and the Loan and any outstanding Construction Financing Program Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust I-Bank and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may Trustee shall not disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent pursuant to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements provisions of this Section 3.023.02 at any time on or after the Project Loan Account Disbursement Deadline, and (B) and, as of such disbursementdate, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining that remain on deposit in the Project Loan Account, subsequent Account shall no longer be available to the date on which such funds should have been disbursed pursuant to Borrower via the disbursement schedule set forth procedures of this Section 3.02, but shall be disbursed only as provided in Exhibit C Section 3.03A hereof, that, in . (d) In connection with the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed to the Borrower from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of this Section 3.02, the preceding sentenceBorrower shall comply with each of its covenant obligations pursuant to this Loan Agreement relating to such disbursement of Loan proceeds to the Borrower, as well as the use of such Loan proceeds by the Borrower, including without limitation, the provisions of Section 2.02(h)(ii) hereof.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, Trust shall disburse the amounts on deposit in proceeds of the Project Loan Account to the Borrower upon (i) receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, in a form satisfying approved by the requirements of Section 5.02(3) of the Bond ResolutionTrust, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust Bonds shall be available for disbursement, as determined by the Trust in its sole and absolute discretionreserved; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-non- compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in with the Project Loan AccountTrust, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account proceeds earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.and

Disbursement of Loan Proceeds. (a) The TrusteeSubject to the conditions described in this Section, as KDHE agrees to disburse the agent proceeds of the Trust, shall disburse Loan during the amounts on deposit in progress of the Project Loan Account for Project Costs. Requests for disbursement may be submitted by the Municipality (in substantially the form attached hereto as Exhibit E), not more than once per month, in accordance with the procedures set forth by KDHE. Any request for disbursement must be supported by proper invoices and a certificate of the Authorized Municipality Representative to the Borrower upon (i) receipt of a requisition executed by an Authorized Officer effect that all representations made in this Loan Agreement remain true as of the Borrowerdate of the request and, based upon that information then available to such person, no adverse developments affecting the financial condition of the Municipality or its ability to complete the Project or to repay the Loan have occurred. The Municipality may request disbursement for the following Project Costs: (1) any eligible planning/design costs incurred prior to execution of this Loan Agreement (initial disbursement request only); (2) disbursement for eligible Project Costs if such Project Costs have been incurred and approved are due and payable to Project contractors (actual payment of such Project Costs by the Trust, in Municipality is not required as a form satisfying the requirements of Section 5.02(3) condition of the Bond Resolutionpayment request); or (3) interest becoming due on the Loan prior to the initial scheduled payment of principal; (4) the principal of and interest on any temporary financing obligations issued by the Municipality to pay Project Costs incurred for contracts entered into on or after August 6, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof.1996; and (b) The Trust and the Trustee KDHE shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to Municipality under this Loan Agreement, Agreement unless: (i1) there are moneys available in the proceeds of Revolving Fund to fund the Trust Bonds shall be available for disbursementLoan, as determined solely by the Trust in its sole and absolute discretionKDHE; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii2) the Borrower Municipality shall have on hand moneys certify to KDHE that it has funds available to pay for the greater of (A) that portion of the total Project Costs of the Project that is not eligible (pursuant to the Loan Act or the Federal Act) to be funded from the Fund under this Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; andAgreement; (iv3) no Event of Default nor any event that, with by the passage of time or service of notice or both, would constitute an Event of Default Municipality shall have occurred and be continuing hereunder.continuing; and (c4) Notwithstanding any provision of this Loan Agreement the Municipality continues to the contrary, the Trust and the Trustee, at the request maintain reasonable progress towards completion of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceProject.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, State shall disburse Federal Funds earmarked for the amounts on deposit in the Project Loan Account to the Borrower upon (i) receipt in accordance with the terms hereof. Before each and every disbursement of the proceeds of the Loan by the State to the Borrower, the Borrower shall in accordance with the procedures set forth in the Regulations submit to the State a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee State shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to under this Loan Agreement, unless: (i) the proceeds of Loan Closing shall have occurred on the Trust Bonds shall be available for disbursement, as determined date established therefor by the Trust in its sole and absolute discretionState; (ii) there shall be Federal Funds available from time to time to fund the Loan, as determined solely by the State; (iii) in accordance with the Bond "New Jersey Environmental Infrastructure Trust Act", P.L. 1985, c. 334, as amended (N.J.S.A. 58:11B-1 et seq.), and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, closed a Fund Trust Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project in an amount not in excess of the amount of Allowable Costs of the Project financed by the Loan from the State, plus the amount of: (i) capitalized interest during the Project construction period, if any, (ii) the cost of funding reserve capacity for the Project, if any, as well as that portion of the Debt Service Reserve Fund (as defined in the Trust Loan Agreement) attributable to the cost of funding such reserve capacity for the Project, and (iii) certain issuance expenses related thereto, including, if applicable, a municipal bond insurance policy premium; (iiiiv) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs cost of the Project that is not eligible to be funded from the Fund Loan or the Trust Loan, or (B) that portion of the total Costs cost of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Trust Loan; and (ivv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.

Disbursement of Loan Proceeds. (a) The TrusteeSubject to the conditions described in this Section, as KDHE agrees to disburse the agent proceeds of the TrustLoan during the progress of the Project. Requests for disbursement may be submitted by the Municipality (in substantially the form attached hereto as Exhibit E), shall disburse not more than once per month, in accordance with the amounts on deposit procedures set forth by KDHE. Any request for disbursement must be supported by proper invoices and a certificate of the Authorized Municipality Representative to the effect that all representations made in this Loan Agreement remain true as of the date of the request and, based upon that information then available to such person, no adverse developments affecting the financial condition of the Municipality or its ability to complete the Project or to repay the Loan Account have occurred. The Municipality may request disbursement for Project Costs, including: (1) any eligible planning/design costs incurred prior to execution of this Loan Agreement (initial disbursement request only); (2) disbursement for eligible Project Costs if such Project Costs have been incurred and are due and payable to Project contractors (actual payment of such Project Costs by the Municipality is not required as a condition of the payment request); (3) interest becoming due on the Loan prior to the Borrower upon initial scheduled payment of principal; (i4) receipt of a requisition executed by an Authorized Officer the amount of the BorrowerLoan Origination Fee, if not paid from Municipality funds; (5) the principal of and approved interest on any temporary financing obligations issued by the TrustMunicipality to pay Project Costs incurred for contracts entered into on or after August 6, 1996; and (6) the deposit to the Loan Reserve Account in a form satisfying an amount not to exceed the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereofLoan Reserve Requirement. (b) The Trust and the Trustee KDHE shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to Municipality under this Loan Agreement, Agreement unless: (i1) there are moneys available in the proceeds of Revolving Fund to fund the Trust Bonds shall be available for disbursementLoan, as determined solely by the Trust in its sole and absolute discretionKDHE; (ii2) in accordance with the Bond Act, and the Regulations, the Borrower Municipality shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys funds available to pay for the greater of (A) that portion of the total Project Costs of the Project that is not eligible (pursuant to the Loan Act or the Federal Act) to be funded from the Fund under this Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; andAgreement; (iv3) no Event of Default nor any event that, with by the passage of time or service of notice or both, would constitute an Event of Default Municipality shall have occurred and be continuing hereunder.continuing; and (c4) Notwithstanding any provision of this Loan Agreement the Municipality continues to the contrary, the Trust and the Trustee, at the request maintain reasonable progress towards completion of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceProject.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, State shall disburse Federal Funds earmarked for the amounts on deposit in the Project Loan Account to the Borrower upon (i) receipt in accordance with the terms hereof. Before each and every disbursement of the proceeds of the Loan by the State to the Borrower, the Borrower shall in accordance with the procedures set forth in the Regulations submit to the State a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee State shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to under this Loan Agreement, unless: (i) the proceeds of Loan Closing shall have occurred on the Trust Bonds shall be available for disbursement, as determined date established therefor by the Trust in its sole and absolute discretionState; (ii) there shall be Federal Funds available from time to time to fund the Loan, as determined solely by the State; (iii) in accordance with the Bond "New Jersey Environmental Infrastructure Trust Act", P.L. 1985, c. 334, as amended (N.J.S.A. 58:11B-1 et seq.), and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, closed a Fund Trust Loan for a portion of the Allowable Costs (as defined in such Regulationsregulations) of the Project in an amount not in excess of the amount of Allowable Costs of the Project covered by the Loan from the State, plus the amount of: (i) capitalized interest during the Project construction period, if any, (ii) the cost of funding reserve capacity for the Project, if any, as well as that portion of the Debt Service Reserve Fund (as defined in the Trust Loan Agreement) attributable to the cost of funding such reserve capacity for the Project, and (iii) certain issuance expenses related thereto, including, if applicable, a municipal bond insurance policy premium; (iiiiv) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs cost of the Project that is not eligible to be funded from the Fund Loan or the Trust Loan, or (B) that portion of the total Costs cost of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Trust Loan; and (ivv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, State shall disburse the amounts on deposit in the Project Loan Account Federal Funds to the Borrower upon (i) upon receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, Borrower in a form satisfying the requirements of Section 5.02(3) of the Bond ResolutionRegulations, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee State shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of Loan Closing shall have occurred on the Trust Bonds date established therefor by the State; (ii) there shall be available Federal Funds for disbursement, as determined by the Trust State in its sole and absolute discretion; (iiiii) in accordance with the Bond “New Jersey Infrastructure Trust Act”, P.L. 1985, c. 334, as amended (N.J.S.A. 58:11B-1 et seq.), and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, closed a Fund I-Bank Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project, plus the amount of: (i) capitalized interest during the Project construction period, if any, (ii) the cost of funding reserve capacity for the Project, if any, as well as that portion of the Debt Service Reserve Fund (as defined in the I-Bank Loan Agreement) (to the extent the I-Bank establishes a Debt Service Reserve Fund pursuant to the Bond Resolution) attributable to the cost of funding such reserve capacity for the Project, (iii) certain issuance expenses related thereto, including, if applicable, a municipal bond insurance policy premium, and (iv) if applicable, an amount sufficient to pay the interest that accrued on the short-term loan by the I-Bank to the Borrower; (iiiiv) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the I-Bank Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the TrustI-Bank, respectively, for the Fund Loan and the I-Bank Loan; and (ivv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the TrusteeState, at the request of the Borrower but at the sole discretion of the TrustState, may disburse Loan proceeds to the Borrower from the Project Loan Account Federal Funds either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Accountfunds, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, then the Borrower shall provide to the Trust I-Bank and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.

Disbursement of Loan Proceeds. (a) The TrusteePrior to any disbursement of Loan proceeds, the City will prepare a budget and construction disbursement schedule which shall be updated from time to time as required by the agent progress of construction. Installments of the TrustLoan, representing purchase price installments of the Bond, shall disburse be paid by the amounts Department to the City under the terms of this Loan Agreement, upon receipt of a properly completed requisition in the form attached hereto as Exhibit D, subject to and conditioned upon the availability of sums on deposit in the Project Loan Account to State Revolving Fund. The City will deposit such proceeds in the Borrower upon (i) receipt of Construction Fund and will utilize and expend such proceeds in a requisition executed by an Authorized Officer of the Borrower, timely and approved by the Trustexpeditious manner and, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolutionparticular, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unlesswill: (ia) the proceeds of the Trust Bonds shall be available for disbursement, as determined by the Trust in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable pay promptly all approved Costs (as defined in such Regulations) of the Project; (iiib) proceed expeditiously with and complete the Borrower shall have on hand moneys Project in accordance with Plans and Specifications, with construction reasonably expected to begin within six (6) months after the Delivery Date; (c) provide and maintain competent and adequate supervision and inspection of the Project; (d) disburse all installments of the purchase price of the Loan to pay for the greater of (A) that portion of the total Costs of the Project no more than twenty (20) calendar days after receipt of such installment of the purchase price; (e) return promptly upon written request of the Department any and all unused funds, including all costs or amounts found not eligible or disallowed by the Department or any portion of any installment of the purchase price that is not eligible disbursed to be funded from the Fund Loan or the Loan, or (B) that portion of the total pay Costs of the Project that exceeds the actual amounts within twenty (20) calendar days after receipt of the loan commitments made such installment by the State and the Trust, respectively, for the Fund Loan and the LoanCity; and (ivf) no Event of Default nor any event that, with complete the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request Project within two years of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and Delivery Date unless the Department a certificate of gives its written approval to an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceextended construction period.

Disbursement of Loan Proceeds. (a) The TrusteeSubject to the conditions described in this Section, as KDHE agrees to disburse the agent proceeds of the Trust, shall disburse Loan during the amounts on deposit in progress of the Project Loan Account for Project Costs. Requests for disbursement may be submitted by the Municipality (in substantially the form attached hereto as Exhibit E), not more than once per month, in accordance with the procedures set forth by KDHE. Any request for disbursement must be supported by proper invoices and a certificate of the Authorized Municipality Representative to the Borrower upon (i) receipt of a requisition executed by an Authorized Officer effect that all representations made in this Loan Agreement remain true as of the Borrowerdate of the request and, based upon that information then available to such person, no adverse developments affecting the financial condition of the Municipality or its ability to complete the Project or to repay the Loan have occurred. The Municipality may request disbursement for the following Project Costs: (1) any eligible planning/design costs incurred prior to execution of this Loan Agreement (initial disbursement request only); (2) disbursement for eligible Project Costs if such Project Costs have been incurred and approved are due and payable to Project contractors (actual payment of such Project Costs by the Trust, in Municipality is not required as a form satisfying the requirements of Section 5.02(3) condition of the Bond Resolutionpayment request); or (3) interest becoming due on the Loan prior to the initial scheduled payment of principal; (4) the amount of the Loan Origination Fee, if not paid from Municipality funds; (5) the principal of and (ii) consistent with interest on any temporary financing obligations issued by the schedule Municipality to pay Project Costs incurred for disbursement as set forth in Exhibit C hereof.contracts entered into on or after August 6, 1996; and (b) The Trust and the Trustee KDHE shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to Municipality under this Loan Agreement, Agreement unless: (i1) there are moneys available in the proceeds of Revolving Fund to fund the Trust Bonds shall be available for disbursementLoan, as determined solely by the Trust in its sole and absolute discretionKDHE; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii2) the Borrower Municipality shall have on hand moneys certify to KDHE that it has funds available to pay for the greater of (A) that portion of the total Project Costs of the Project that is not eligible (pursuant to the Loan Act or the Federal Act) to be funded from the Fund under this Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; andAgreement; (iv3) no Event of Default nor any event that, with by the passage of time or service of notice or both, would constitute an Event of Default Municipality shall have occurred and be continuing hereunder.continuing; and (c4) Notwithstanding any provision of this Loan Agreement the Municipality continues to the contrary, the Trust and the Trustee, at the request maintain reasonable progress towards completion of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceProject.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the Trust, State shall disburse the amounts on deposit in the Project Loan Account Federal Funds to the Borrower upon (i) upon receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the Trust, Borrower in a form satisfying the requirements of Section 5.02(3) of the Bond ResolutionRegulations, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee State shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of Loan Closing shall have occurred on the Trust Bonds date established therefor by the State; (ii) there shall be available Federal Funds for disbursement, as determined by the Trust State in its sole and absolute discretion; (iiiii) in accordance with the Bond “New Jersey Environmental Infrastructure Trust Act”, P.L. 1985, c. 334, as amended (N.J.S.A. 58:11B-1 et seq.), and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, closed a Fund Trust Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project, plus the amount of: (i) capitalized interest during the Project construction period, if any, (ii) the cost of funding reserve capacity for the Project, if any, as well as that portion of the Debt Service Reserve Fund (as defined in the Trust Loan Agreement) (to the extent the Trust establishes a Debt Service Reserve Fund pursuant to the Bond Resolution) attributable to the cost of funding such reserve capacity for the Project, (iii) certain issuance expenses related thereto, including, if applicable, a municipal bond insurance policy premium, and (iv) if applicable, an amount sufficient to pay the interest that accrued on the short-term loan by the Trust to the Borrower; (iiiiv) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Trust Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Trust Loan; and (ivv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the TrusteeState, at the request of the Borrower but at the sole discretion of the TrustState, may disburse Loan proceeds to the Borrower from the Project Loan Account Federal Funds either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Accountfunds, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Accountprincipal amount of the Loan, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.

Disbursement of Loan Proceeds. (a) The TrusteeSubject to the conditions described in this Section, as KDHE agrees to disburse the agent proceeds of the TrustLoan during the progress of the Project. Requests for disbursement may be submitted by the Municipality (in substantially the form attached hereto as Exhibit E), shall disburse not more than once per month, in accordance with the amounts on deposit procedures set forth by KDHE. Any request for disbursement must be supported by proper invoices and a certificate of the Authorized Municipality Representative to the effect that all representations made in this Loan Agreement remain true as of the date of the request and, based upon that information then available to such person, no adverse developments affecting the financial condition of the Municipality or its ability to complete the Project or to repay the Loan Account have occurred. The Municipality may request disbursement for Project Costs, including: (1) any eligible planning/design costs incurred prior to execution of this Loan Agreement (initial disbursement request only); (2) disbursement for eligible Project Costs if such Project Costs have been incurred and are due and payable to Project contractors (actual payment of such Project Costs by the Municipality is not required as a condition of the payment request); (3) interest becoming due on the Loan prior to the Borrower upon initial scheduled payment of principal; (i4) receipt the principal of a requisition executed by an Authorized Officer of the Borrower, and approved interest on any temporary financing obligations issued by the TrustMunicipality to pay Project Costs incurred for contracts entered into on or after August 6, 1996; and (5) the deposit to the Loan Reserve Account in a form satisfying an amount not to exceed the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereofLoan Reserve Requirement. (b) The Trust and the Trustee KDHE shall not be required under any obligation to disburse any Loan proceeds to the Borrower pursuant to Municipality under this Loan Agreement, Agreement unless: (i1) there are moneys available in the proceeds of Revolving Fund to fund the Trust Bonds shall be available for disbursementLoan, as determined solely by the Trust in its sole and absolute discretionKDHE; (ii2) in accordance with the Bond Act, and the Regulations, the Borrower Municipality shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys funds available to pay for the greater of (A) that portion of the total Project Costs of the Project that is not eligible (pursuant to the Loan Act or the Federal Act) to be funded from the Fund under this Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the Trust, respectively, for the Fund Loan and the Loan; andAgreement; (iv3) no Event of Default nor any event that, with by the passage of time or service of notice or both, would constitute an Event of Default Municipality shall have occurred and be continuing hereunder.continuing; and (c4) Notwithstanding any provision of this Loan Agreement the Municipality continues to the contrary, the Trust and the Trustee, at the request maintain reasonable progress towards completion of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceProject.

Disbursement of Loan Proceeds. (a) The TrusteePrior to any disbursement of Loan‌ proceeds, the City will prepare a budget and construction disbursement schedule which shall be updated from time to time as required by the agent progress of construction. Installments of the TrustLoan, representing purchase price installments of the Bond, shall disburse be paid by the amounts Department to the City under the terms of this Loan Agreement, upon receipt of a properly completed requisition in the form attached hereto as Exhibit D, subject to and conditioned upon the availability of sums on deposit in the Project Loan Account to State Revolving Fund. The City will deposit such proceeds in the Borrower upon (i) receipt of Construction Fund and will utilize and expend such proceeds in a requisition executed by an Authorized Officer of the Borrower, timely and approved by the Trustexpeditious manner and, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolutionparticular, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unlesswill: (ia) the proceeds of the Trust Bonds shall be available for disbursement, as determined by the Trust in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable pay promptly all approved Costs (as defined in such Regulations) of the Project; (iiib) proceed expeditiously with and complete the Borrower shall have on hand moneys Project in accordance with Plans and Specifications, with construction reasonably expected to begin within six (6) months after the Delivery Date; (c) provide and maintain competent and adequate supervision and inspection of the Project; (d) disburse all installments of the purchase price of the Loan to pay for the greater of (A) that portion of the total Costs of the Project no more than twenty (20) calendar days after receipt of such installment of the purchase price; (e) return promptly upon written request of the Department any and all unused funds, including all costs or amounts found not eligible or disallowed by the Department or any portion of any installment of the purchase price that is not eligible disbursed to be funded from the Fund Loan or the Loan, or (B) that portion of the total pay Costs of the Project that exceeds the actual amounts within twenty (20) calendar days after receipt of the loan commitments made such installment by the State and the Trust, respectively, for the Fund Loan and the LoanCity; and (ivf) no Event of Default nor any event that, with complete the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust and the Trustee, at the request Project within two years of the Borrower but at the sole discretion of the Trust, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust and Delivery Date unless the Department a certificate of gives its written approval to an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentenceextended construction period.

Disbursement of Loan Proceeds. (a) The Trustee, as the agent of the TrustI-Bank, shall disburse the amounts on deposit in the Project Loan Account to the Borrower upon (i) receipt of a requisition executed by an Authorized Officer of the Borrower, and approved by the TrustI-Bank, in a form satisfying the requirements of Section 5.02(3) of the Bond Resolution, and (ii) consistent with the schedule for disbursement as set forth in Exhibit C hereof. (b) The Trust I-Bank and the Trustee shall not be required to disburse any Loan proceeds to the Borrower pursuant to this Loan Agreement, unless: (i) the proceeds of the Trust I-Bank Bonds shall be available for disbursement, as determined by the Trust I-Bank in its sole and absolute discretion; (ii) in accordance with the Bond Act, and the Regulations, the Borrower shall have timely applied for, shall have been awarded and, prior to or simultaneously with the Loan Closing, shall have closed, a Fund Loan for a portion of the Allowable Costs (as defined in such Regulations) of the Project; (iii) the Borrower shall have on hand moneys to pay for the greater of (A) that portion of the total Costs of the Project that is not eligible to be funded from the Fund Loan or the Loan, or (B) that portion of the total Costs of the Project that exceeds the actual amounts of the loan commitments made by the State and the TrustI-Bank, respectively, for the Fund Loan and the Loan; and (iv) no Event of Default nor any event that, with the passage of time or service of notice or both, would constitute an Event of Default shall have occurred and be continuing hereunder. (c) Notwithstanding any provision of this Loan Agreement to the contrary, the Trust I-Bank and the Trustee, at the request of the Borrower but at the sole discretion of the TrustI-Bank, may disburse Loan proceeds to the Borrower from the Project Loan Account either prior to or subsequent to the scheduled date for disbursement thereof as such scheduled date is identified in the disbursement schedule set forth in Exhibit C hereof, provided that (A) the Borrower has otherwise satisfied the requirements of this Section 3.02, and (B) such disbursement, in a manner that is inconsistent with the disbursement schedule as set forth in Exhibit C hereof, does not conflict with any restrictions set forth in the Regulations. In the event that, in the submission of its requisition(s), the Borrower fails to comply with the disbursement schedule as set forth in Exhibit C hereof, and such non-compliance by the Borrower consists of (i) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of non-disbursed funds remaining on deposit in the Project Loan Account, subsequent to the date on which such funds should have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, or (ii) a failure to timely seek disbursement of Loan proceeds which failure results in an amount of funds disbursed from the Project Loan Account earlier than the date on which such funds were scheduled to have been disbursed pursuant to the disbursement schedule set forth in Exhibit C hereof, that, in the aggregate, represents twenty-five percent (25%) of the original deposit to such Project Loan Account, then the Borrower shall provide to the Trust I-Bank and the Department a certificate of an Authorized Officer of the Borrower providing a revised disbursement schedule, in a form similar to Exhibit C hereto and approved by the Department. Any reference to Exhibit C in Section 3.01, Section 3.02 and Section 3.03A hereof shall mean Exhibit C as such exhibit may have been revised from time to time pursuant to the provisions of the preceding sentence.