Common use of Disbursements from Project Fund Clause in Contracts

Disbursements from Project Fund. Subject to the ------------------------------- provisions below, disbursements from the Project Fund shall be made to reimburse or pay the Borrower, or any Person designated by the Borrower, for Project Costs. The Borrower agrees that the sums so disbursed from the Project Fund will be used only for the payment of Project Costs, and will not be used for any other purpose. Any disbursements from the Project Fund for the payment of the Project Costs shall be made by the Trustee only upon the written order of an Authorized Representative of the Borrower, with the written approval of the Bank, delivered to the Trustee; provided that disbursements made for costs described in clause (b) of the definition of Project Costs may be made by the Trustee upon delivery to the Trustee of a closing statement signed by the respective Authorized Representatives of the Borrower and approved by the Bank. Each such written order shall be substantially in the form of the disbursement request attached hereto as Exhibit C and shall be consecutively numbered and accompanied by invoices or other appropriate documentation supporting the payments or reimbursements requested. Any disbursement for any item not described in, or the cost for which item is other than as described in, the information statement filed by the Issuer in connection with the issuance of the Bonds as required by Section 149(e) of the Code and referred to in Section 5.12, shall be accompanied by an opinion of a Bond Counsel to the effect that such disbursement does not result in the interest on the Bonds becoming included in the gross income of the Holders for federal income tax purposes. In case any contract provides for the retention by the Borrower of a portion of the contract price, there shall be paid from the Project Fund only the net amount remaining after deduction of any such portion, and only when that retained amount is due and payable, may it be paid from the Project Fund. Any moneys in the Project Fund (including the earnings from investments therein) remaining after the Completion Date and payment, or provision for payment, in full of the Project Costs shall, at the written direction of an Authorized Representative of the Borrower, be transferred to the General Account of the Bond Fund and applied as provided in Subsection 5.04(c) of the Indenture; provided that (i) any such transfer and application shall be made only to the extent that such use or application does not, in the opinion of Bond Counsel or under ruling of the Internal Revenue Service, cause the interest on the Bonds to become included in the gross income of the Holders for federal income tax purposes, and (ii) unless there shall be delivered to the Trustee a similar opinion of Bond Counsel, the Borrower shall not direct the investment of such remaining moneys in "investment property" (as defined in Section 148 of the Code) at a yield in excess of the yield on the Bonds.

Disbursements from Project Fund. Subject The Indenture authorizes the Trustee to the ------------------------------- provisions below, disbursements make payments from the Project Fund to pay Project Costs and to reimburse the Company for Project Costs paid by it. Payments shall be made upon receipt of requisitions signed by an Authorized Company Representative stating: (a) the requisition number, (b) the name and address of the person, firm or corporation to reimburse whom payment is due or pay to whom the BorrowerCompany has made payment for which reimbursement is to be made, or (c) the amount to be paid, and (d) that each obligation has been properly incurred, is a Project Cost that is a proper charge against the Project Fund, and has not been the basis of any Person designated by the Borrower, for Project Costsprevious withdrawal. The Borrower agrees that requisition shall be accompanied by copies of such invoices, canceled checks (or other evidence of payment) and similar documentation as the sums so disbursed Trustee may reasonably request. After the Trustee has paid all amounts requisitioned from the Project Fund will be used only for and has received a certificate from the payment of Company stating that the Project Costshas been completed, and or that the Project cannot or will not be used for any other purpose. Any disbursements from the Project Fund completed for the payment of the Project Costs shall be made by the Trustee only upon the written order of an Authorized Representative of the Borrowerreasons specified therein, with the written approval of the Bank, delivered to the Trustee; provided that disbursements made for costs described in clause (b) of the definition of Project Costs may be made by the Trustee upon delivery to the Trustee of a closing statement signed by the respective Authorized Representatives of the Borrower and approved by the Bank. Each such written order shall be substantially in the form of the disbursement request attached hereto as Exhibit C and shall be consecutively numbered and accompanied by invoices or other appropriate documentation supporting the payments or reimbursements requested. Any disbursement for any item not described in, or the cost for which item is other than as described in, the information statement filed by the Issuer in connection with the issuance of the Bonds as required by Section 149(e) of the Code and referred to in Section 5.12, shall be accompanied by an opinion of a Bond Counsel to the effect that such disbursement does not result in the interest on the Bonds becoming included in the gross income of the Holders for federal income tax purposes. In case any contract provides for the retention by the Borrower of a portion of the contract price, there shall be paid from the Project Fund only the net amount remaining after deduction of any such portion, and only when that retained amount is due and payable, may it be paid from the Project Fund. Any moneys balance in the Project Fund (including the earnings from investments therein) remaining after the Completion Date and payment, or provision for payment, in full of the Project Costs shall, at subject to compliance with the written direction of an Authorized Representative of the BorrowerAct, be transferred to the General Account Purchase Fund and disbursed in accordance with the provisions of the Indenture relating thereto; provided, that at least 95% of the amount actually expended has been expended on property of a character subject to the allowance for depreciation under the Code ("qualified facilities"). If such balance, plus any amounts actually expended other than on qualified facilities, exceeds the permissible 5% insubstantial amount of the Bond proceeds, the Company shall so notify the Trustee in writing, which written notification shall include detailed instructions as to the disposition of such balance, including instructions that the Trustee shall deposit such excess into a special escrow account within the Purchase Fund and applied as provided in Subsection 5.04(c) of detailed instructions pursuant to which the Indenture; provided that (i) Trustee shall invest and use any such transfer and application shall be made only amount so deposited to redeem or retire the extent that such use Bonds, or application does notportions thereof, in the opinion of Bond Counsel or under ruling of the accordance with Internal Revenue ServiceService Rev. Proc. 79-5 and Rev. Proc. 81-22 and any subsequent amendments, cause modifications or replacements thereof at the interest on the Bonds to become included in the gross income of the Holders for federal income tax purposes, and (ii) unless there shall be delivered to the Trustee a similar opinion of Bond Counsel, the Borrower shall not direct the investment of earliest redemption date occurring after such remaining moneys in "investment property" (as defined in Section 148 of the Code) at a yield in excess of the yield on the Bondsdeposit.

Disbursements from Project Fund. Subject The Qualified Agency may cause disbursements to the ------------------------------- provisions below, disbursements be made from the Project Fund shall be made to reimburse or pay in accordance with contracts for the Borrower, or any Person designated by Project and with this Financing Agreement and the Borrower, for Project CostsResolution. The Borrower agrees Qualified Agency acknowledges that the sums so disbursed from the Project Fund will may be used only applied in accordance with the Resolution for purposes other than the payment of Project Costs, . The Qualified Agency acknowledges and will not agrees that interest earned in funds contained in the Project Fund may be used for any other purposeto pay interest payments, if any, on the Notes. Any disbursements To obtain a disbursement of funds from the Project Fund for the payment of Project Costs, the Qualified Agency shall submit to the Authority, not later than the Business Day immediately preceding the disbursement date, a properly completed Disbursement Certificate. Subject to Subsection (e) of this Section 3.06, upon determining that the submitted Disbursement Certificate has been properly completed, the Executive Director shall cause the Comptroller to transfer funds in the Project Costs shall be made by the Trustee only upon the written order of an Authorized Representative of the Borrower, with the written approval of the Bank, delivered Fund to the Trustee; provided that disbursements made for costs described in clause (bappropriate fund(s) of the definition Qualified Agency in the amount(s) set forth in the Disbursement Certificate. The Qualified Agency shall apply the funds so transferred to the payment of Project Costs may be made by the Trustee upon delivery to the Trustee of a closing statement signed by the respective Authorized Representatives of the Borrower and approved by the BankCosts. Each such written order shall be substantially in the form of the disbursement request attached hereto as Exhibit C and shall be consecutively numbered and accompanied by invoices or other appropriate documentation supporting the payments or reimbursements requested. Any disbursement for any item not described in, or the cost for which item is other than as described in, the information statement filed by the Issuer in connection with the issuance of the Bonds as required by Section 149(e) of the Code and referred to in Section 5.12, shall be accompanied by an opinion of a Bond Counsel to the effect that such disbursement does not result in the interest on the Bonds becoming included in the gross income of the Holders for federal income tax purposes. In case any contract provides for the retention by the Borrower of a portion of the contract price, there shall be paid Disbursements from the Project Fund only for the net amount remaining after deduction payment of any such portionProject Costs shall not exceed, in the aggregate, the Project Completion Amount without the prior approval of the Executive Director (which approval shall be based on availability of funds and only when that retained amount is due and payable, may it be paid legal authorization). Before a disbursement from the Project FundFund may be made with respect to any Project Component in excess of the estimated cost of such component shown on Exhibit A of this Financing Agreement, the Qualified Agency shall give notice to the Executive Director identifying such Project Component and stating the amount of such excess. Any moneys In the event that the Authority determines that the Qualified Agency has breached any material representation, warranty, or agreement in this Financing Agreement, the Authority, in its discretion, may suspend further disbursement of funds from the Project Fund if it is advised in writing by the Texas Attorney General that (1) such suspension is lawful, and (2) such breach constitutes a breach of this Financing Agreement and such suspension may commence not sooner than the 30th day after the date of delivery to an Authorized Agency Representative of notice of such suspension, and may continue until such breach is cured or is waived by the Executive Director. If such breach is not cured or waived within 90 days after the date such suspension commenced, the Authority may apply any remaining funds in the Project Fund allocated to the payment of Project Costs in the manner permitted by the Resolution and law. To the extent required by law, the Qualified Agency has submitted a master plan for construction of its facilities and shall periodically revise the master plan in accordance with such law. Status Reports. Not later than the 15th day of each month, through the month following the month in which the Project Completion Date occurs, the Qualified Agency shall prepare and deliver to the Executive Director a status report, containing the information set forth in Exhibit E to this Financing Agreement, covering the preceding calendar month. At other times (including the earnings from investments therein) remaining whether before or after the Project Completion Date and paymentDate), the Qualified Agency shall provide the Executive Director, upon request, with any information available to the Qualified Agency regarding the expenditure of funds disbursed to the Qualified Agency from the Project Fund or provision for payment, in full the condition or use of the Project Costs shall, at the written direction of an Authorized Representative of the Borrower, be transferred to the General Account of the Bond Fund and applied as provided in Subsection 5.04(c) of the Indenture; provided that (i) any such transfer and application shall be made only to the extent that such use or application does not, in the opinion of Bond Counsel or under ruling of the Internal Revenue Service, cause the interest on the Bonds to become included in the gross income of the Holders for federal income tax purposes, and (ii) unless there shall be delivered to the Trustee a similar opinion of Bond Counsel, the Borrower shall not direct the investment of such remaining moneys in "investment property" (as defined in Section 148 of the Code) at a yield in excess of the yield on the BondsProject.

Disbursements from Project Fund. Subject The Indenture authorizes the Trustee to the ------------------------------- provisions below, disbursements make payments from the Project Fund to pay Project Costs and to reimburse the Company for Project Costs paid by it. Payments shall be made upon receipt of requisitions signed by an Authorized Company Representative stating: (a) the requisition number, (b) the name and address of the person, firm or corporation to reimburse whom payment is due or pay to whom the BorrowerCompany has made payment for which reimbursement is to be made, or (c) the amount to be paid, and (d) that each obligation has been properly incurred, is a Project Cost that is a proper charge against the Project Fund, and has not been the basis of any Person designated by the Borrower, for Project Costsprevious withdrawal. The Borrower agrees that requisition shall be accompanied by copies of such invoices, cancelled checks (or other evidence of payment) and similar documentation as the sums so disbursed Trustee may reasonably request. After the Trustee has paid all amounts requisitioned from the Project Fund will be used only for and has received a certificate from the payment of Company stating that the Project Costshas been completed, and or that the Project cannot or will not be used for any other purpose. Any disbursements from the Project Fund completed for the payment of the Project Costs shall be made by the Trustee only upon the written order of an Authorized Representative of the Borrowerreasons specified therein, with the written approval of the Bank, delivered to the Trustee; provided that disbursements made for costs described in clause (b) of the definition of Project Costs may be made by the Trustee upon delivery to the Trustee of a closing statement signed by the respective Authorized Representatives of the Borrower and approved by the Bank. Each such written order shall be substantially in the form of the disbursement request attached hereto as Exhibit C and shall be consecutively numbered and accompanied by invoices or other appropriate documentation supporting the payments or reimbursements requested. Any disbursement for any item not described in, or the cost for which item is other than as described in, the information statement filed by the Issuer in connection with the issuance of the Bonds as required by Section 149(e) of the Code and referred to in Section 5.12, shall be accompanied by an opinion of a Bond Counsel to the effect that such disbursement does not result in the interest on the Bonds becoming included in the gross income of the Holders for federal income tax purposes. In case any contract provides for the retention by the Borrower of a portion of the contract price, there shall be paid from the Project Fund only the net amount remaining after deduction of any such portion, and only when that retained amount is due and payable, may it be paid from the Project Fund. Any moneys balance in the Project Fund (including the earnings from investments therein) remaining after the Completion Date and payment, or provision for payment, in full of the Project Costs shall, at subject to compliance with the written direction of an Authorized Representative of the BorrowerAct, be transferred to the General Account Purchase Fund and disbursed in accordance with the provisions of the Indenture relating thereto; provided, that at least 95% of the amount actually expended has been expended on property of a character subject to the allowance for depreciation under the Code ("qualified facilities"). If such balance, plus any amounts actually expended other than on qualified facilities, exceeds the permissible 5% insubstantial amount of the Bond proceeds, the Company shall so notify the Trustee in writing, which written notification shall include detailed instructions as to the disposition of such balance, including instructions that the Trustee shall deposit such excess into a special escrow account within the Purchase Fund and applied as provided in Subsection 5.04(c) of detailed instructions pursuant to which the Indenture; provided that (i) Trustee shall invest and use any such transfer and application shall be made only amount so deposited to redeem or retire the extent that such use Bonds, or application does notportions thereof, in the opinion of Bond Counsel or under ruling of the accordance with Internal Revenue ServiceService Rev. Proc. 79-5 and Rev. Proc. 81-22 and any subsequent amendments, cause modifications or replacements thereof at the interest on the Bonds to become included in the gross income of the Holders for federal income tax purposes, and (ii) unless there shall be delivered to the Trustee a similar opinion of Bond Counsel, the Borrower shall not direct the investment of earliest redemption date occurring after such remaining moneys in "investment property" (as defined in Section 148 of the Code) at a yield in excess of the yield on the Bondsdeposit.

Disbursements from Project Fund. Subject The Indenture authorizes the Trustee to the ------------------------------- provisions below, disbursements make payments from the Project Fund to pay Project Costs and to reimburse the Company for Project Costs paid by it. Payments shall be made upon receipt of requisitions signed by an Authorized Company Representative stating: (a) the requisition number, (b) the name and address of the person, firm or corporation to reimburse whom payment is due or pay to whom the BorrowerCompany has made payment for which reimbursement is to be made, or (c) the amount be paid, and (d) that each obligation has been properly incurred, is a Project Cost that is a proper charge against the Project Fund, and has not been the basis of any Person designated by the Borrower, for Project Costsprevious withdrawal. The Borrower agrees that requisition shall be accompanied by copies of such invoices, cancelled checks (or other evidence of payment) and similar documentation as the sums so disbursed Trustee may reasonably request. After the Trustee has paid all amounts requisitioned from the Project Fund will be used only for and has received a certificate from the payment of Company stating that the Project Costshas been completed, and or that the Project cannot or will not be used for any other purpose. Any disbursements from the Project Fund completed for the payment of the Project Costs shall be made by the Trustee only upon the written order of an Authorized Representative of the Borrowerreasons specified therein, with the written approval of the Bank, delivered to the Trustee; provided that disbursements made for costs described in clause (b) of the definition of Project Costs may be made by the Trustee upon delivery to the Trustee of a closing statement signed by the respective Authorized Representatives of the Borrower and approved by the Bank. Each such written order shall be substantially in the form of the disbursement request attached hereto as Exhibit C and shall be consecutively numbered and accompanied by invoices or other appropriate documentation supporting the payments or reimbursements requested. Any disbursement for any item not described in, or the cost for which item is other than as described in, the information statement filed by the Issuer in connection with the issuance of the Bonds as required by Section 149(e) of the Code and referred to in Section 5.12, shall be accompanied by an opinion of a Bond Counsel to the effect that such disbursement does not result in the interest on the Bonds becoming included in the gross income of the Holders for federal income tax purposes. In case any contract provides for the retention by the Borrower of a portion of the contract price, there shall be paid from the Project Fund only the net amount remaining after deduction of any such portion, and only when that retained amount is due and payable, may it be paid from the Project Fund. Any moneys balance in the Project Fund (including the earnings from investments therein) remaining after the Completion Date and payment, or provision for payment, in full of the Project Costs shall, at subject to compliance with the written direction of an Authorized Representative of the BorrowerAct, be transferred to the General Account Purchase Fund and disbursed in accordance with the provisions of the Indenture relating thereto provided, that at least 95% of the amount actually expended has been expended on property of a character subject to the allowance for depreciation under the Code ("qualified facilities"). If such balance, plus any amounts actually expended other than on qualified facilities, exceeds the permissible 5% insubstantial amount of the Bond proceeds, the Company shall so notify the Trustee in writing, which written notification shall include detailed instructions as to the disposition of such balance, including instructions that the Trustee shall deposit such excess into a special escrow account within the Purchase Fund and applied as provided in Subsection 5.04(c) of detailed instructions pursuant to which the Indenture; provided that (i) Trustee shall invest and use any such transfer and application shall be made only amount so deposited to redeem or retire the extent that such use Bonds, or application does notportions thereof, in the opinion of Bond Counsel or under ruling of the accordance with Internal Revenue ServiceService Rev. Proc., cause 79-5 and Rev. Proc. 81-22 and any subsequent amendments, modifications or replacements thereof at the interest on the Bonds to become included in the gross income of the Holders for federal income tax purposes, and (ii) unless there shall be delivered to the Trustee a similar opinion of Bond Counsel, the Borrower shall not direct the investment of earliest redemption date occurring after such remaining moneys in "investment property" (as defined in Section 148 of the Code) at a yield in excess of the yield on the Bondsdeposit.