Common use of Disbursements from and Records of Project Fund Clause in Contracts

Disbursements from and Records of Project Fund. (a) Moneys in the Project Fund shall be disbursed for the costs of the Project Facilities and for costs of issuance in accordance with the provisions of this Section 5.3. The Trustee shall cause to be kept and maintained accurate records pertaining to the Project Fund and all investments and disbursements of moneys in the Project Fund. After the Project Facilities have been completed and a Certificate of Acceptance (as defined below) with respect thereto is filed as referred to in Section 5.3(c) hereof, the Trustee shall retain copies of the records pertaining to the Project Fund and disbursements therefrom for inspection upon request of the Corporation or the County for a period ending five years from the date of such Certificate. (b) All disbursements from the Project Fund, except those pertaining to the payment of issuance costs of the Series 2020 Bonds, shall be made by the Trustee upon the receipt of a requisition in substantially the form set forth in Exhibit B hereto signed by a County Representative. Funds may not be disbursed from the Project Fund for working capital expenditures. The Trustee shall be entitled to rely conclusively on each requisition as conclusive evidence of the County’s compliance with the procedure described herein. The Trustee has no duty or obligation to confirm the use of any requested disbursement. Disbursements from the Project Fund pertaining to payment of costs of issuance of the Series 2020 Bonds shall be made by the Trustee upon receipt of a requisition in substantially the form set forth in Exhibit C hereto signed by a County Representative. The Trustee shall be entitled to rely conclusively on each such requisition for costs of issuance. (c) Upon the substantial completion of the Project Facilities, the County shall submit to the Trustee a final requisition request in the total amount remaining owing for costs of the Project Facilities, including all applicable retainages. Such requisition request shall be made in the same manner as provided in subparagraph (b) above except that such requisition request shall be in substantially the form of the final disbursement request form attached hereto as Exhibit D and shall contain (i) a certification by the County Representative to the effect that the Project Facilities are free and clear of all liens and encumbrances for labor or materials and all contractors, subcontractors and materialmen retained by the County and all contractors, subcontractors and materialmen performing work on the Project Facilities have been, or upon receipt by the County of the payment of the final requisition request will be, paid in full, except for those the County is contesting in good faith and with due diligence as permitted under the Facilities Agreement; and (ii) a Certificate of Acceptance stating that the Project Facilities have been substantially completed in accordance with the applicable Project Facilities Contract and other terms and conditions of the Facilities Agreement, and the Project Facilities comply in all material respects with all applicable governmental regulations (a “Certificate of Acceptance”). Upon the receipt of the final requisition request, the Trustee shall promptly disburse the amounts requested therein. As used in this paragraph, “substantial completion” of the Project Facilities shall mean completion such that a certificate of occupancy has been, or could be, issued notwithstanding the fact that certain minor items of work remain to be done. (d) In making any payment, the Trustee may rely on directions, requisitions, and certifications delivered to it pursuant to this Section 5.3 and shall not have any liability with respect to the proper application of any funds held hereunder so long as disbursed in accordance with such directions, requisitions and certifications.

Disbursements from and Records of Project Fund. (a) Moneys in the Project Fund shall be disbursed for the costs of the Project Facilities and for costs of issuance in accordance with the provisions of this Section 5.3. The Trustee shall cause to be kept and maintained accurate adequate records pertaining to the Project Fund and all investments and disbursements of moneys in the Project Fund. After the Project Facilities have been completed and a Certificate of Acceptance (as defined below) with respect thereto is filed as referred to in Section 5.3(c) hereof, the Trustee shall retain copies of the records pertaining to the Project Fund and disbursements therefrom for inspection upon request of the Corporation or the County for a period ending five years from the date of such CertificateCity. (b) All disbursements from the Project Fund, except those pertaining to the payment of issuance costs of the Series 2020 Bonds, Fund shall be made by the Trustee upon the receipt of a requisition in substantially the form set forth in Exhibit B hereto signed by a County City Representative. Funds may not be disbursed from the Project Fund for working capital expenditures. The Trustee shall be entitled to rely conclusively on each requisition as conclusive evidence of the CountyCity’s compliance with the procedure described herein. The Trustee has no duty or obligation to confirm Funds may not be disbursed from the use of any requested disbursementProject Fund for working capital expenditures. Disbursements from the Project Fund pertaining to payment of costs of issuance of the Series 2020 2015 Bonds shall be made by the Trustee upon receipt of a requisition of the Corporation, substantially in substantially the form set forth in Exhibit C hereto signed hereto, which has been approved by a County Representativethe City. The Trustee shall be entitled to rely conclusively on each such requisition for costs of issuance. (c) Upon the substantial completion of the Project Facilities, the County City shall submit to the Trustee a final requisition request in the total amount remaining owing for costs of the Project Facilities, including all applicable retainages. Such requisition request shall be made in the same manner as provided in subparagraph (b) above except that such requisition request shall be in substantially the form of the final disbursement request form attached hereto as Exhibit D and shall contain (i) a certification by the County City Representative to the effect that the Project Facilities are free and clear of all liens and encumbrances for labor or materials and all contractors, subcontractors and materialmen retained by the County City and all contractors, subcontractors and materialmen performing work on the Project Facilities have been, or upon receipt by the County City of the payment of the final requisition request will be, paid in full, except for those the County City is contesting in good faith and with due diligence as permitted under the Facilities Agreement; and (ii) a Certificate of Acceptance stating that the Project Facilities have been substantially completed in accordance with the applicable Project Facilities Contract and other terms and conditions of the Facilities Agreement, and the Project Facilities comply in all material respects with all applicable governmental regulations (a “Certificate of Acceptance”). Upon the receipt of the final requisition request, the Trustee shall promptly disburse the amounts requested therein. As used in this paragraph, “substantial completion” of the Project Facilities shall mean completion such that a certificate of occupancy has been, or could be, issued notwithstanding the fact that certain minor items of work remain to be done. (d) In making any payment, the Trustee may rely on directions, requisitions, and certifications delivered to it pursuant to this Section 5.3 and shall not have any liability with respect to the proper application of any funds held hereunder so long as disbursed in accordance with such directions, requisitions and certifications.and

Disbursements from and Records of Project Fund. (a) Moneys in the Project Fund shall be disbursed for the costs of the Project Facilities and for costs of issuance in accordance with the provisions of this the Reimbursement Agreement and the Building Loan Agreement. The Trustee is hereby authorized to make each disbursement required by the provisions thereof. Disbursements from the Project Fund shall be made only to reimburse or pay the Company, or any person designated by the Company, for the Project Costs. Any disbursements from the Project Fund for the payment of Project Costs shall be made by the Trustee only upon the written order signed by the Designated Representative and approved by the Bank. Each such written order shall be in substantially the form of the disbursement request attached as Schedule "D" to the Building Loan Agreement, shall be consecutively numbered and may be accompanied by invoices or other documentation supporting the payments or reimbursements requested. That amount shall be released to the Company, or the person designated by the Company, upon receipt by the Trustee of a written direction from the Bank to release that amount. Any moneys remaining in the Project Fund after the payment in full of the Project Costs and after any required transfer to the Rebate Fund in accordance with the provisions of the Tax Regulatory Agreement and Section 5.35.05 hereof, promptly shall be used to redeem the Bonds in accordance with the provisions of Section 8.01 hereof. The Trustee shall cause to be kept and maintained accurate adequate records pertaining to the Project Fund and all investments and disbursements of moneys in therefrom. If reasonably requested by the Project Fund. After the Project Facilities have been completed and a Certificate of Acceptance (as defined below) with respect thereto is filed as referred to in Section 5.3(c) hereofCompany, the Trustee shall retain file copies of the records pertaining to the Project Fund and disbursements therefrom for inspection upon request of with the Corporation or the County for a period ending five years from the date of such Certificate. (b) All disbursements from the Project Fund, except those pertaining to the payment of issuance costs of the Series 2020 Bonds, shall be made by the Trustee upon the receipt of a requisition in substantially the form set forth in Exhibit B hereto signed by a County Representative. Funds may not be disbursed from the Project Fund for working capital expendituresCompany. The Trustee shall be entitled to rely conclusively on each requisition as conclusive evidence of the County’s compliance with the procedure described herein. The Trustee has no duty or obligation to confirm the use of any requested disbursement. Disbursements from the Project Fund pertaining to payment of costs of issuance of the Series 2020 Bonds shall be made by the Trustee upon receipt of a requisition in substantially the form set forth in Exhibit C hereto signed by a County Representative. The Trustee shall be entitled to rely conclusively on each such requisition for costs of issuance. (c) Upon the substantial completion of the Project Facilitiesand payment of all Project Costs shall be evidenced by the filing with the Trustee of a certificate signed by the Designated Representative as provided in Section 4.4 of the Agreement and approved by the Bank directing the use of all remaining moneys in the Project Fund. That certificate may state that it is given without prejudice to any rights against third parties which then exist or subsequently may come into being. Pending disbursement pursuant to the Agreement, the County shall submit moneys and investments to the Trustee a final requisition request in the total amount remaining owing for costs credit of the Project Facilities, including all applicable retainages. Such requisition request Fund shall be made in the same manner as provided in subparagraph (b) above except that such requisition request shall be in substantially the form constitute a part of the final disbursement request form attached hereto Revenues in which the Trustee has a security interest hereunder as Exhibit D and shall contain (i) a certification by the County Representative to the effect that the Project Facilities are free and clear of all liens and encumbrances security for labor or materials and all contractors, subcontractors and materialmen retained by the County and all contractors, subcontractors and materialmen performing work on the Project Facilities have been, or upon receipt by the County of the payment of the final requisition request will be, paid in full, except for those the County is contesting in good faith and with due diligence as permitted under the Facilities Agreement; and (ii) a Certificate of Acceptance stating that the Project Facilities have been substantially completed in accordance with the applicable Project Facilities Contract and other terms and conditions of the Facilities Agreement, and the Project Facilities comply in all material respects with all applicable governmental regulations (a “Certificate of Acceptance”). Upon the receipt of the final requisition request, the Trustee shall promptly disburse the amounts requested therein. As used in this paragraph, “substantial completion” of the Project Facilities shall mean completion such that a certificate of occupancy has been, or could be, issued notwithstanding the fact that certain minor items of work remain to be doneBond Service Charges. (d) In making any payment, the Trustee may rely on directions, requisitions, and certifications delivered to it pursuant to this Section 5.3 and shall not have any liability with respect to the proper application of any funds held hereunder so long as disbursed in accordance with such directions, requisitions and certifications.