Common use of Disbursements from the Project Fund Clause in Contracts

Disbursements from the Project Fund. Whenever the Borrower desires to obtain a disbursement of funds from the Project Fund, the Borrower shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement Request.

Disbursements from the Project Fund. Whenever So long as no Event of Nonappropriation or Event of Default shall occur, and so long as the Borrower desires District's right to obtain a disbursement control the acquisition of funds the Acquisition Project has not otherwise been terminated pursuant to Section 7.1 hereof, the Trustee shall, at the direction of the District, disburse moneys from the Project FundFund in payment of Costs of the Project. Such disbursements shall be made upon receipt by the Trustee of a requisition signed by the District Representative in substantially the form set forth in Exhibit D hereto. No disbursement shall be made from the Project Fund to pay or reimburse any payments due under a Project Contract related to any motor vehicle that comprises a portion of the Acquisition Project unless either: (i) the District Representative certifies that the Project Contract is fully and freely assumable by the Trustee in accordance with the provisions of Section 7.4 hereof, or (ii) the payment or reimbursement requested under any such Project Contract is for a motor vehicle or motor vehicles that have already been accepted by the District and titled in the name of the Corporation. The Trustee shall have no duty to review or examine any accompanying bill, invoice or statement of account, but may conclusively rely on the properly executed disbursement request. If an Event of Nonappropriation or an Event of Default shall occur prior to completion of the acquisition of all of the Acquisition Project, the Borrower shall submit to Project Fund may be utilized by the Trustee a signed Disbursement Request (approved by to complete the HUD Mortgagee) acquisition of the remaining Acquisition Project, as provided in Section 7.4 hereof, or may be disbursed as provided in Sections 4.2 and 4.3 of the Indenture, as the Trustee may deem appropriate in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions best interests of the Section 6 Owners. Under the Indenture, the Corporation has authorized and directed the Trustee to disburse moneys from the Project Fund to pay Costs of the Indenture Project as provided herein. The District hereby consents and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) agrees to such disbursements by the Trustee. The Trustee shall keep and maintain adequate records pertaining to the Project Fund and all disbursements therefrom as reasonably directed by the District, and after the acquisition of all of the Acquisition Project has been completed and the certificate as to payment of costs has been filed with the Trustee as provided in Section 7.3 hereof, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance file an accounting thereof with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement RequestDistrict.

Disbursements from the Project Fund. Whenever the Borrower desires to obtain a disbursement of funds from (a) Moneys in the Project FundFund will be used to pay for Project Costs of the Series 2020 Project, excluding Costs of Issuance. Payment will be made from moneys in the Borrower shall submit to Project Fund upon receipt by the Trustee of a requisition certificate therefor signed Disbursement Request (approved by an Authorized Representative of the HUD Mortgagee) City, which requisition certificate will contain the statements, representations and certificates set forth in the form thereof attached hereto as Exhibit B between the Borrower and the Issuer with respect to the Bonds, will be otherwise substantially in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection such form. (ab) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the TrusteeIn making disbursements for Project Costs, the Trustee shall disburse from will be entitled to conclusively rely upon each written requisition certificate executed by the Project Fund, the amount Authorized Representative of the requested disbursement in accordance with the Disbursement RequestCity. If It is understood that the Trustee has received the required Collateral Payments but the other conditions for the disbursement will not make any inspections of the corresponding amount Series 2020 Project, make any provision to obtain completion bonds, mechanic’s or materialmen’s lien releases or otherwise supervise any phase of Bond Proceeds the construction or furnishing of the Series 2020 Project. The approval of each requisition certificate by the Authorized Representative of the City will constitute unto the Trustee an irrevocable determination that all conditions precedent to the payment of the specified amounts from the Project Fund set forth in Section 6 have been completed. The Trustee will make disbursements to pay Project Costs for which any such request is made within five Business Days of the Indenture and Section 3.03-3.04 receipt of a properly executed certificate with all necessary supporting information. (c) The Completion Date of the Loan Agreement have not been fully satisfied, Series 2020 Project and the payment of all Project Costs (other than Project Costs for which sufficient amounts are retained in the Project Fund) will be evidenced by the filing with the Trustee shall not disburse such Bond Proceeds and shall promptly disburse of the Collateral Payments deposited for such Disbursement Request within 5 days Completion Certificate pursuant to Section 5.03 of the Original Lease. As soon as practicable following the receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from of the Completion Certificate, any balance remaining in the Project Fund shall will be made transferred and deposited without further authorization as provided in accordance with Section 5.03 of the applicable Disbursement RequestOriginal Lease. (d) In the event of the acceleration of all of the Certificates pursuant to Section 9.02 of the Original Declaration, any moneys then remaining in the Project Fund will be transferred and deposited to the credit of the Lease Revenue Fund and will be used to pay Basic Rent.

Disbursements from the Project Fund. Whenever (a) Subject to the Borrower desires provisions of SECTION 805 hereof, the moneys in the Project Fund and the accounts contained therein shall be disbursed by the Trustee for the payment of Project Costs in accordance with the provisions of this SECTION 503, and the Trustee hereby covenants and agrees to obtain disburse such moneys in accordance with such provisions. (b) The Trustee shall disburse moneys to pay for the construction and installation of the buildings, structures, facilities, additions and improvements constituting a disbursement part of the Improvements and any machinery, equipment and personal property constituting a part of the Improvements but solely from the Project Fund and the accounts contained therein, from time to time, upon receipt by the Trustee of a certificate signed by the Authorized Issuer Representative and, except as otherwise provided in this subsection (b), Xxxxxxxx Construction Co., Inc. and approved by the Project Consultant in the form set forth in APPENDIX B hereto which is incorporated herein by reference. The Issuer agrees that the maximum amount of funds to be disbursed from the Project Fund for Costs of Issuance (excluding the Placement Agent Fee) is $100,000 and the maximum amount for non-construction contract Project Costs disbursements from the Project Fund is $3,201,500. Any Costs of Issuance or non-construction contract project costs disbursement requests shall be made on the form set forth in APPENDIX B signed by the Authorized Issuer Representative, but shall not require signatures from Xxxxxxxx Construction Co., Inc. or the Project Consultant. The Trustee may rely fully on any such directions and shall not be required to make any investigation in connection therewith, except that the Trustee shall investigate requests for reimbursements made directly to the Issuer and shall require such supporting evidence as would be required by a reasonable and prudent trustee. (c) The Trustee shall keep and maintain adequate records pertaining to the Project Fund, all accounts within the Borrower shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD MortgageeProject Fund, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrowerall disbursements therefrom, and upon receipt after the Project has been completed and a certificate of the related Collateral Payment(s) by the Trusteepayment of all costs filed as provided in SECTION 504 hereof, the Trustee shall disburse from the Project Fund, the amount file a statement of the requested disbursement in accordance receipts and disbursements with respect thereto with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement RequestIssuer.

Disbursements from the Project Fund. Whenever (a) Subject to compliance by the Borrower desires Lessee with all of the terms, provisions, and conditions of this Lease, including, but not limited to, the applicable conditions for disbursements set forth in this Section, the Lessor will cause the Depositary to obtain disburse sums in the Project Fund to the Lessee or to the appropriate payee for Costs of the Project in one or more disbursements, upon the submission by the Lessee to the Depositary of a disbursement request in the form attached hereto as Exhibit C (a “Certificate and Requisition for Payment”), accompanied by an itemization of Costs of the Project in such detail as the Depositary shall require, and the accuracy of such cost and fee itemization shall be certified by the Lessee. The disbursement request must be signed by the Authorized Lessee Representative. (b) The Depositary shall fund, on the same banking day on which it receives the fully executed Certificate and Requisition for Payment, each Certificate and Requisition for Payment, provided that sufficient funds are then available in the Project Fund. (c) Notwithstanding any other terms and provisions set forth herein, the Depositary may, in the discretion of the Lessee, make all disbursements or any disbursement directly to the Lessee, or to subcontractors, laborers, materialmen, or persons furnishing labor, services, or materials used or to be used on or in the construction of the Project (including authorized extras) or to any combination of them. Any such disbursement shall be deemed to have been made to the Lessee or for its account. (d) The execution of each Certificate and Requisition for Payment submitted for disbursements relating to Costs of the Project by the Lessee shall constitute the certification, warranty, and agreement of the Lessee as follows: (i) all evidence, statements, and other writings required to be furnished under the terms of this Lease are true and omit no material fact, the omission of which may make them misleading; and (ii) all moneys previously disbursed have been used solely to pay for Costs of the Project, and the Lessee has written evidence to support this item of warranty. (e) The Lessee covenants and agrees that, upon the request of the Lessor from time to time, it shall furnish the Lessor with evidence which is reasonably satisfactory to the Lessor (including, but not limited to, certificates and affidavits of the Lessee and/or the Consulting Architect or any contractor or such other person as the Lessor may reasonably require) showing that the Lessee has substantially complied with all of the Lessee’s obligations hereunder. (f) Each Certificate and Requisition for Payment shall constitute a representation by the Lessee that the moneys therein referred to have been or are to be used for one of the purposes set forth in Section 4.03 of this Lease and that none of the items for which payment is requested has formed the basis for any payment previously made from the Project Fund, and the Borrower Depositary shall submit be entitled to the Trustee a signed Disbursement Request (approved rely thereon and shall be held harmless by the HUD MortgageeLessee for all liability in connection therewith. (g) in All disbursements (except the form attached as Exhibit B between disbursement required to be made at the Borrower and the Issuer with respect to time of issuance of the Bonds, in addition to ) shall be made on the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date same banking day on which the requested disbursement is to Depositary receives the completed Certificate and Requisition for Payment and shall be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with at the terms and conditions office of the Depositary or at such other place as the Depositary may designate. If sufficient liquid funds are not available to the Depositary at the time of presentment of a Certificate and Requisition for Payment due to the particular form of Project Fund investments or a lack of funds, payment of such Certificate and Requisition for Payment shall be delayed until liquid funds or additional funds sufficient to satisfy the requirements of this Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement are received by the Borrower, and upon receipt of the related Collateral Payment(sDepositary. (h) by the Trustee, the Trustee The Depositary shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds not make any disbursements from the Project Fund set forth in Section 6 for Leased Equipment or any other personal property unless the Depositary shall have first received copies of the Indenture bills of sale or other evidence that title to such Leased Equipment and Section 3.03-3.04 other property has been taken in the name of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement RequestLessor.

Disbursements from the Project Fund. Whenever (a) The balance of the Borrower desires Bond Proceeds (net of any Underwriter’s discount) remaining after the deposit of the Reserve Requirement to obtain a disbursement of funds from the Reserve Account shall be deposited by the Trustee into the Project Fund. Thereafter, the Borrower shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee disbursements from the Project Fund shall be made to pay Capitalized Interest, Costs of the Capital Projects and costs of issuance and other costs in accordance with the procedures set forth in Section 5.3 of the Trust Agreement. (b) As provided in Section 5.3(c) of the Trust Agreement, the final requisition from the Project Fund shall contain, among other things, a Certificate of Acceptance of the County stating that the Capital Projects have been substantially completed in accordance with the applicable Disbursement RequestProject Facilities Contracts and other terms and conditions of the Facilities Agreement and that the Project Facilities comply in all material respects with all applicable governmental regulations. Upon receipt of such Certificate of Acceptance, the Trustee shall apply any balance then remaining in the Project Fund in the manner provided in Section 5.4 of the Trust Agreement. As used in this paragraph, “substantial completion” of the Capital Projects shall mean completion such that a certificate of occupancy could be issued notwithstanding the fact that certain minor items of work remain to be done. (c) Upon the closing of the Project Fund, the County Financial Officer shall review the list of Project Facilities appearing on Exhibit F hereto, determine the actual amount of Bond Proceeds disbursed with respect to each Project Facility from the Project Fund, and give notice thereof to the Corporation and the Trustee. This Facilities Agreement shall be amended to revise Exhibit F as necessary to reflect actual amounts disbursed to each and to rank the Project Facilities in descending order based on the actual amount of Bond Proceeds disbursed to each. The Cumulative Project Costs and Cumulative Percentages of Project Costs appearing on Exhibit F shall be revised accordingly. Such amendment to the Facilities Agreement shall be executed by the County and the Corporation.

Disbursements from the Project Fund. Whenever { TC \l2 "Section 3.4 Disbursements From the Borrower desires Project Fund"} Subject to obtain a disbursement of funds the provisions below, disbursements from the Project Fund, Fund shall be made only to pay Project Costs. Disbursements from the Project Fund shall be made at the direction of the Borrower unless (i) all Loan Payments that are then due have not been paid, and (ii) an Event of Default hereunder has occurred and is continuing for which the principal amount of the Bonds has been declared to be immediately due and payable pursuant to Section 7.2 hereof and Section 7.03 of the Indenture. Disbursements from the Project Fund shall submit be made by the Trustee only as permitted pursuant to Section 5.03 of the Indenture and upon compliance with the following conditions and pursuant to the Trustee a signed Disbursement Request following procedures: (approved i) The receipt by the HUD MortgageeTrustee of notice and instruction of a completed certificate regarding disbursement (a “Disbursement Request”) in the form attached hereto as Exhibit B between B, signed by an Authorized Borrower Representative and approved by the FHA Lender, providing the amount of the disbursement request (a “Disbursement Amount”) and the expected date of disbursement (a “Disbursement Date”). (ii) Receipt by the Trustee of an executed Certificate of the Borrower and substantially in the Issuer with respect form attached hereto as Exhibit E related to the Bonds, in addition to deposit of Available Moneys into the Draw Request submitted to Collateral Fund for the HUD Mortgagee pursuant to Subsection applicable Disbursement Request. T-27864.004/1135802.docx (aiii) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and Promptly upon receipt of a fully executed Disbursement Request and Certificate of the related Collateral Payment(s) by the TrusteeBorrower, the Trustee shall disburse confirm in writing to the FHA Lender that Available Moneys in the Collateral Fund plus Available Moneys in the Project Fund are at least equal to the then-outstanding principal amount of the Bonds. (iv) Upon receipt of confirmation from the Project Trustee of the matters described in clause (iii) above and on or before the Disbursement Date, the FHA Lender (A) will deliver to the Trustee an executed Certificate of the FHA Lender substantially in the form attached hereto as Exhibit D and (B) will transfer to the Trustee, by immediately available funds, Available Moneys equal to the Disbursement Amount for deposit into the Collateral Fund. (v) Upon receipt by the Trustee from the FHA Lender of the Available Moneys in an amount equal to the Disbursement Amount, such Available Moneys shall be deposited into the Collateral Fund as provided in Section 5.12 of the Indenture. In the event that the amount of the requested disbursement Available Moneys received by the Trustee does not equal the amount of the Disbursement Request, the Trustee shall promptly return such Available Moneys to the FHA Lender. (vi) Upon satisfaction of the conditions set forth in clauses (i) through (v) above, the Trustee shall be unconditionally and irrevocably obligated to disburse funds from the Project Fund in accordance with the Disbursement Request. If the The Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds shall disburse funds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable instructions contained in the Disbursement Request.Request (A) on the same Business Day that it receives the Available Moneys in the event the Trustee receives the Available Moneys with respect to such Disbursement Request prior to 10:30 AM on such Business Day or (B) on the next succeeding Business Day if the Trustee receives the Available Moneys after 10:30

Disbursements from the Project Fund. Whenever The Authority has, in the Borrower desires Indenture, authorized and directed the Trustee to obtain make payments from the Project Fund to pay (or to reimburse the Company for the payment of) the Cost of the Project, including costs related to the design, planning, acquisition, construction, improvement, equipment and operation of the Facilities. Each such payment of the Cost of the Project related thereto shall be made only upon receipt by the Trustee of a disbursement requisition signed by the Company Representative showing the payment to be necessary and reasonable and stating (a) the requisition number; (b) the name and address of funds the person, firm or corporation to whom payment is due or was made; (c) the amount to be paid or for which reimbursement is sought; (d) that none of the items for which the payment or reimbursement is proposed to be made has been the subject of any payment or reimbursement theretofore made from the Project Fund, ; (e) the Borrower shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on nature of each item for which the requested disbursement payment or reimbursement is proposed to be made ("Disbursement Date"). On and in connection with the Facilities described in Exhibit A, if applicable, that such item is or before each Disbursement Datewas reasonable and necessary in connection with the design, Trustee shall confirm to HUD Mortgageeplanning, acquisition, construction, improvement and equipping of the Facilities described in Exhibit A, and Tax Credit Investor compliance with the terms and conditions in all cases is a proper Cost of the Section 6 Project and a proper charge against the Project Fund; and (f) that upon payment or reimbursement of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trusteeamount requested in such requisition, the Trustee shall disburse from amount remaining in the Project Fund, the amount together with other legally available moneys of the Company will be sufficient to pay the portion of the Cost of the Project relating to the design, planning, acquisition, construction, improving and equipping of the Facilities then unpaid. No disbursement requested disbursement in accordance any requisition (other than with respect to equipment or working capital) shall be made by the Trustee unless there is attached to the requisition (i) lien waivers covering all work done and/or materials furnished in connection with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the Improvements relating to any prior disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture for payment to contractors or materialmen; and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied(ii) endorsements reflecting any title insurance increases. The Trustee may, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund but shall be made in accordance with the applicable Disbursement Requestunder no obligation, to review such lien waivers.

Disbursements from the Project Fund. Whenever the Borrower desires In order to obtain a disbursement of funds from amounts in the Project FundBond Proceeds Sub-Account, the Borrower shall submit a separate Bond Proceeds Withdrawal Certificate to the Bond Trustee a signed Disbursement Request (approved and shall request the certificate of the Independent Engineer as required below. Upon review and execution, the Bond Trustee shall submit the Bond Proceeds Withdrawal Certificate to the Administrative Agent and the Independent Engineer to authorize and direct the withdrawal of the amount set forth in the Bond Proceeds Withdrawal Certificate by the HUD Mortgagee) Accounts Bank, from the Bond Proceeds Sub-Account. If there are insufficient funds in the form attached Bond Proceeds Sub-Account, the Bond Trustee may, so long as Exhibit B between all requirements for disbursement from the Bond Proceeds Sub-Account have been met, disburse moneys on deposit in the Project Fund in order to pay the Costs of the Project set forth in such Bond Proceeds Withdrawal Certificate. The Bond Trustee may not disburse amounts in the Project Fund required to pay interest for other Costs of the Project. To the extent that the Borrower leases from third parties or otherwise provides equipment for the Project from sources other than funds on deposit in the Project Fund or the Bond Proceeds Sub-Account, the costs thereof shall not be included in the costs referred to above. In addition, on December 25, 2007 and on June 25, 2008, the Issuer Bond Trustee shall transfer from the Project Fund to the Interest Fund the amount of capitalized interest set forth on Exhibit C hereto with respect to the Bondsapplicable Interest Payment Date, in addition which transferred amount shall be applied to pay interest on the Draw Request submitted to Series 2007A Bonds on the HUD Mortgagee applicable Interest Payment Date pursuant to Subsection (a) above, at least two (2) Business Days prior Section 4.3 hereof. The amount of $1,136,437.50 shall be reserved for and used solely to pay interest on the date Series 2007A Bonds. Investment earning on which the requested disbursement is such amount may be used to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions pay other Costs of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for under the disbursement of the corresponding amount of Bond Proceeds from the Project Fund procedures set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement Request.above

Disbursements from the Project Fund. Whenever the Borrower desires to obtain a disbursement of funds from the Project Fund, the Borrower shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior Any disbursements shall be subject to the date on which provisions of this Section and the requested disbursement is to be made representations and covenants in the Tax Regulatory Agreement. ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(sb) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made only to or upon the order of the Borrower to pay Project Costs with respect to the Project. (c) Disbursements from the Project Fund shall be made within five (5) Business Days after receipt by the Trustee of a completed and executed Requisition, substantially in the form of Exhibit C hereto, together with all additional documents and certifications required pursuant to such Requisition with respect to each proposed disbursement for Project Costs. (d) Disbursements shall be for amounts equal to the total value of all disbursement requests which satisfy paragraph (b) of this Section (e) The Trustee shall have no duty or obligation to review or approve the Requisition other than to confirm that the Requisition is in proper form and signed by the Authorized Borrower Representative, and the Trustee shall be without any liability to any Person for making any disbursement pursuant to a Requisition in proper form and containing the signatures of such authorized representatives. 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 Series 2012A Bonds as required by Section 149(e) of the Code, shall be accompanied by a certification from the Borrower that the average reasonably expected economic life of the facilities being financed by the Series 2012A Bonds is not less than 5/6ths of the average maturity of the Series 2012A Bonds or, if such certificate is not presented with the Requisition, by an opinion of Bond Counsel to the effect that such disbursement will not result in the interest on the Series 2012A Bonds becoming includable in gross income for Federal income tax purposes. The Trustee shall have no duty or obligation to determined whether or not such certification or opinion is required by this Section 3.3(e). (f) The Trustee may make any or all advances directly to the Borrower and/or to the Borrower’s direction, and the execution of this Agreement by the Borrower will, and hereby does, constitute an irrevocable authorization to so advance the proceeds of the Series 2012 Bonds. (g) No advance hereunder will constitute a waiver of any of the conditions or any further advances nor, in the event the Borrower is unable to satisfy any such condition, will any such waiver have the effect of precluding the Trustee from thereafter declaring such inability to be an Event of Default. (h) The Issuer and the Trustee and their agents or representatives will have the right but not the obligation at any time and from time to time to enter upon the Project Site for purposes of inspection. (i) Any moneys in the Project Fund remaining immediately after the payment, or provision for payment, in full of the Project Costs, at the direction of the Authorized Borrower Representative, promptly shall be, except as otherwise provided in Section 5.05(b) of the Indenture, (i) transferred to the Bond Fund and used to redeem Series 2012A Bonds pursuant to Article IV of the Indenture; (ii) used to acquire, install and equip such additional real or personal property in connection with the Project as is designated by the Authorized Borrower Representative and the acquisition of which will be permitted under the Act, provided that any such use shall be accompanied by a certificate from the Borrower that the average reasonably expected economic life of such additional property, together with the other property theretofore acquired with the proceeds of the Series 2012A Bonds, will not be less than 5/6ths of the average maturity of the Series 2012A Bonds; (iii) used for the purchase of Series 2012A Bonds in the open market for the purpose of cancellation; or (iv) used to accomplish a combination of the foregoing as is provided in the aforesaid direction. (j) Notwithstanding any provision to the contrary, any amounts remaining in the Project Fund three (3) calendar years after the Closing Date shall be transferred to the Bond Fund and used to redeem Series 2012A Bonds in accordance with Article IV of the applicable Disbursement RequestIndenture, unless, on or before the fortieth day prior to the end of such three-year period: a Determination of Taxability with respect to the Series 2012A Bonds shall have occurred; or (i) the Borrower delivers to the Trustee written instructions for the investment of the proceeds of the Series 2012A Bonds subsequent to such three-year period, together with an opinion of Bond Counsel to the effect that, upon compliance with such instructions, the investment of the funds in the Project Fund will not result in the interest on any Series 2012A Bonds becoming includable in the gross income of the Holders thereof for Federal income tax purposes.

Disbursements from the Project Fund. Whenever The Issuer will in the Borrower desires Indenture authorize and direct the Trustee to obtain use the moneys in the Project Fund for the following purposes: (a) Payment of the initial or acceptance fee of the Trustee and customary and reasonable fees and expenses of the Trustee (including reasonable counsel fees actually incurred and reasonable expenses of counsel); the fees and expenses payable to the Issuer (including reasonable counsel fees actually incurred and reasonable expenses of counsel); the fees and expenses for recording or filing the Limited Warranty Deed whereby fee simple title in and to the Leased Land has been or is to be conveyed to the Issuer; the fees and expenses for recording or filing this Lease (or a disbursement memorandum thereof), the Indenture and any other documents by which this Lease is assigned as security for the Bonds; the fees and expenses for recording or filing any documents that the Lessee may deem desirable to file for record in order to protect the title of the Issuer to the Project, or any part thereof; and the fees and expenses in connection with any actions or proceedings that the Lessee may deem desirable to bring in order to perfect or protect the title of the Issuer to the Project; (b) Payment to the Lessee and the Issuer, as the case may be, of such amounts, if any, as shall be necessary to reimburse the Lessee and the Issuer in full for all advances and payments made by them or either of them prior to or after the delivery of the Bonds for expenditures in connection with the acquisition by the Issuer or the Lessee of fee simple title to the Leased Land (including the cost of the Leased Land and of any options to purchase the Leased Land and rights-of-way for the purpose of providing access to and from the Leased Land), clearing the Leased Land, site improvement, the preparation of the plans and specifications for the Project (including any preliminary study or planning of the Project or any aspect thereof), the acquisition, construction; development, installation and equipping of the Project, the acquisition, construction, development, installation and equipping necessary to provide utility services or other facilities including trackage to connect the Project with public transportation facilities, and the acquisition, construction, development and installation of all real or personal properties deemed necessary in connection with the Project, and any architectural, engineering and supervisory services with respect to any of the foregoing; (c) Payment of, or reimbursement of the Issuer or the Lessee for, the customary and reasonable legal and accounting fees and expenses, financial consultants’ fees, rating agencies’ fees, financing charges (including underwriting or placement fees) and printing and engraving costs incurred in connection with the authorization, sale and issuance of the Bonds, the preparation of this Lease or any amendment hereto, the Indenture, the Financing Statements and all other documents in connection therewith and in connection with the acquisition of title to the Project and any financing obtained from the Lessee’s lenders; (d) Payment for labor, services, materials and supplies used or furnished in site improvement and in the acquisition, construction, development and installation of the Project, all as provided in the plans and specifications therefor; payment for the cost of the acquisition, construction, development and installation of utility services or other facilities including trackage to connect the Project with public transportation facilities, and payment for the cost of all real and personal property deemed necessary in connection with the Project; and payment for the miscellaneous expenses incidental to any of the foregoing; (e) Payment of the fees, if any, for architectural, engineering and supervisory services with respect to the Project; (f) Payment, as such payments become due, of the fees and expenses of the Trustee and the fees and expenses of its counsel properly incurred under the Indenture that may become due during the Construction Period; (g) To such extent as they shall not be paid by a contractor for acquisition, construction, development or installation with respect to any part of the Project, payment of the premiums on all insurance required to be taken out and maintained during the Construction Period under this Lease, or reimbursement thereof if paid by the Lessee under Section 6.4 hereof; (h) Payment of the taxes, assessments and other charges, if any, referred to in Section 6.3 hereof that may become payable during the Construction Period; (i) Payment of expenses incurred with approval of the Lessee in seeking to enforce any remedy against any contractor or subcontractor in respect of any default under a contract relating to the Project; (j) All moneys remaining in the Project Fund (including moneys earned on investments made pursuant to the provisions of Section 4.8 hereof) after the Completion Date and payment in full of the costs of the acquisition, construction, development, installation and equipping of the Project, and after payment of all other items provided for in the preceding subsections of this Section then due and payable shall, at the written direction of the Authorized Lessee Representative, be (i) used for the purchase of Bonds for the purpose of cancellation, or (ii) paid into the Bond Fund, or (iii) a combination of (i) and (ii) as is provided in such direction, provided that amounts approved by the Lessee and the Authorized Issuer Representative shall be retained by the Trustee in the Project Fund for payment of Project costs not then due and payable. Any balance remaining of such retained funds after full payment of all such Project costs shall be used by the Trustee as directed by the Lessee in the manner specified in clauses (i), (ii) and (iii) of this subsection; and (k) Any other Costs of the Project. Anything contained in this Section 4.3 to the contrary notwithstanding, if the Bond Purchaser is also the Lessee, in lieu of making a deposit into the Project Fund, the Bond Purchaser may make an internal book entry notation to denote that funds have been advanced by the Bond Purchaser on behalf of the Issuer to the Lessee as payment or reimbursement of Project costs. The payments specified in subsections (a) through (k) of this Section shall be made by the Trustee only upon receipt of the following: (a) A written Requisition for such payment signed by the Lessee by an Authorized Lessee Representative in the form contained as Exhibit “F” hereto; (b) A certification by the Lessee certifying: (1) that an obligation in the stated amount has been incurred by or on behalf of the Issuer or the Lessee in connection with the issuance of the Bonds or the acquisition, construction, development, installation and equipping of the Project; (2) that such obligation is a proper charge against the Project Fund and has not been the basis of any previous withdrawal from the Project Fund, and specifying the Borrower shall submit purpose and circumstances of such obligation in reasonable detail and to whom such obligation is owed; (3) that the Trustee a signed Disbursement Request Lessee has no notice of any vendor’s, mechanic’s, or other liens or right to liens, chattel mortgages or conditional sales contracts, or other contracts or obligations (approved by the HUD Mortgageeother than Permitted Encumbrances and those being contested in good faith as permitted in Section 6.1(c) in the form attached as Exhibit B between the Borrower and hereof) which should be satisfied or discharged before such payment is made; and (4) that such requisition contains no item representing payment on account of any retained percentages which the Issuer or the Lessee is, as of the date of such requisition, entitled to retain under retained percentage agreements. (c) with respect to any such requisition for payment for labor, services, material, supplies or equipment, a certificate, signed on behalf of the BondsLessee by an Authorized Lessee Representative, certifying that insofar as such obligation was incurred for labor, services, material, supplies or equipment in addition connection with the acquisition, construction, development and installation of the Project, such labor and services were to the Draw Request submitted Lessee’s knowledge performed and such material, supplies or equipment were or are to be used in connection with the acquisition, construction, development and installation of the Project or delivered at the site of the Project for that purpose. If any such requisition for materials, supplies or equipment requires reimbursement for such item to the HUD Mortgagee pursuant Lessee where title is not in the Issuer, such requisition shall so state and shall include any xxxx of sale necessary to Subsection (a) above, at least two (2) Business Days prior convey title in and to such item to the date on which the requested disbursement is to Issuer. Such certificate shall be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions given without prejudice against any rights of the Section 6 of Issuer or the Indenture and Section 3.03-3.04 of Lessee against third parties which exist on the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Requestdate thereof. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds In making any such payment from the Project Fund set forth in the Trustee may rely on any such requisitions and certificates delivered to it pursuant to this Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse be relieved of all liability with respect to making such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made payments in accordance with such requisitions and such certificates without inspection of the applicable Disbursement RequestProject or any other investigation.

Disbursements from the Project Fund. Whenever In the Indenture, the Authority has authorized and directed the Trustee to make disbursements first from the Bond Proceeds in the Project Fund and thereafter from the Equity Account in the Project Fund for the Project or to reimburse the Borrower desires for any costs and expenses of the Project paid by it. Amounts in the Project Fund shall be disbursed only after delivery to obtain the Trustee of the following: (a) A completed Requisition Form signed by an Authorized Borrower Representative. (b) Prior to the first disbursement from the Bond Proceeds Account of the Project Fund for payment of a disbursement Construction Contract, either (i) a Certificate of funds an Authorized Borrower Representative stating that for purposes of the Prevailing Wage Provision and the Affirmative Action Program none of the moneys disbursed at any time from the Project Fund, the Borrower Fund will be used to pay for work done in performance of any Construction Contract unless prior thereto there shall submit to the Trustee a signed Disbursement Request (approved by the HUD Mortgagee) in the form attached as Exhibit B between the Borrower and the Issuer with respect to the Bonds, in addition to the Draw Request be submitted to the HUD Mortgagee pursuant to Subsection Authority a Contractor’s Certificate and Agreement or (aii) above, at least two (2) Business Days a Contractor’s Certificate and Agreement executed by the Contractor; and prior to the date on initial disbursement from the Bond Proceeds Account of the Project Fund for any work done in the performance of any Construction Contract, if not theretofore furnished, a Contractor’s Certificate and Agreement from the Contractor under such Construction Contract. If the Authority’s Office of Affirmative Action shall notify the Borrower in writing that the Contractor or a Subcontractor, if any, has not complied with the requirements of the Affirmative Action Program, there shall be retained in the Project Fund a holdback (a “Holdback”) equal to ten per centum (10%) of each sum requisitioned for payment or reimbursement for payment of a Construction Contract with such Contractor or Subcontractor for purposes of the Affirmative Action Program after receipt of such written notice from the Authority, provided, however, if any such requisitioned sum is for reimbursement of a payment by the Borrower, which payment itself was for only ninety per centum (90%) of the payment requested by the Contractor or Subcontractor pursuant to such Construction Contract then such requisitioned sum may be reimbursed without regard to the aforementioned Holdback but the remaining ten per centum (10%), when requisitioned by the Borrower, shall only be disbursed as if it had been held back initially in the Project Fund and such disbursement is thereof shall be subject to all the terms and conditions of this Section related to Holdbacks. Said Holdback shall be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor disbursed from the Project Fund upon compliance with the terms and conditions of the this Section 6 and either: (A) after completion of the Indenture Project (1) the execution and Section 3.03-3.04 filing of the Loan Agreement Contractor’s Completion Certificate; (2) the execution and filing of the Borrower’s Completion Certificate; and (3) receipt by the BorrowerBorrower of a written notice issued by the Authority’s Office of Affirmative Action that the Contractor and Subcontractors, and upon receipt if any, have complied with the requirements of the related Collateral Payment(sAffirmative Action Program; or (B) prior to completion of the Project, receipt by the TrusteeBorrower of a written notice issued by the Authority’s Office of Affirmative Action that the Contractor and Subcontractor, if any, have complied with the requirements of the Affirmative Action Program. Such additional documents, affidavits, certificates and opinions as the Authority may reasonably require; but the Authority shall have no obligation to require any such additional items. The Authority is hereby granted a security interest in the amounts on deposit in the Project Fund as security for the payment of the Bonds; however, notwithstanding such security interest, as long as there exists no Event of Default, the Trustee Borrower shall disburse have the right to require disbursement from the Project Fund, to the amount extent of amounts then in the requested disbursement in accordance Project Fund, upon compliance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund procedures set forth in this Section 6 302. Upon an Event of Default and the acceleration of the Indenture and Section 3.03-3.04 obligations of the Loan Agreement have not been fully satisfiedBorrower hereunder, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of apply any corresponding returned Collateral Payments. Disbursements by the Trustee from amounts on deposit in the Project Fund shall be made to the prepayment of the principal of and interest on the Loan, and, hence, to the payment of the Bonds, in accordance with Article IX of the applicable Disbursement RequestIndenture.

Disbursements from the Project Fund. Whenever Pursuant to the Borrower desires to obtain a Indenture, the Trustee shall issue its checks or drafts for each disbursement of funds money from the Project Fund, the Borrower shall submit Fund only pursuant to the Trustee a signed Disbursement Request (approved disbursement request submitted by the HUD Mortgagee) Lessee Representative in substantially the form attached hereto as Exhibit B between Schedule F in payment or reimbursement of Costs of Construction provided for herein. So long as no event of nonappropriation as provided in Section 3.3(c) or event of default shall occur, and so long as the Borrower right of the Lessee to direct the renovation, construction and equipping of the Facilities has not otherwise been terminated pursuant to the last sentence of Section 4.1 of this Lease, the Trustee, at the written direction of the Lessee, acting on behalf of the Lessor, shall disburse monies from the Project Fund in payment of Costs of Construction for the Facilities. Such disbursements shall be made upon receipt by the Trustee of a requisition signed by the Lessee Representative (i) stating with respect to each payment to be made: (a) the requisition number, (b) the name and address of the person, firm or corporation to whom payment is due or has been made, (c) the amount to be paid or reimbursed, (d) that each obligation mentioned therein has been properly incurred, is a proper charge against the Project Fund and has not been the basis of any previous withdrawal, (e) that no event of nonappropriation as provided in Section 3.3(c) or event of default has occurred and the Issuer right of the Lessee to direct the renovation, construction, improvement and equipping of the Facilities has not otherwise been terminated, and (f) that the disbursement requested will be used for a Cost of Construction with respect to the Bonds, Facilities; (ii) specifying in addition to reasonable detail the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (a) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions nature of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) by the Trustee, the Trustee shall disburse from the Project Fund, the amount of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement Request.obligation; and

Disbursements from the Project Fund. Whenever { TC \l2 "Section 3.4 Disbursements From the Borrower desires Project Fund"} Subject to obtain a disbursement of funds the provisions below, disbursements from the Project Fund, Fund shall be made only to pay Project Costs. Disbursements from the Project Fund shall be made at the direction of the Borrower unless (i) all Loan Payments that are then due have not been paid, and (ii) an Event of Default hereunder has occurred and is continuing for which the principal amount of the Bonds has been declared to be immediately due and payable pursuant to Section 7.2 hereof and Section 7.03 of the Indenture. Disbursements from the Project Fund shall submit be made by the Trustee only as permitted pursuant to Section 5.03 of the Indenture and upon compliance with the following conditions and pursuant to the Trustee a signed Disbursement Request following procedures: (approved i) The receipt by the HUD MortgageeTrustee of notice and instruction of a completed certificate regarding disbursement (a “Disbursement Request”) in the form attached hereto as Exhibit B between B, signed by an Authorized Borrower Representative and approved by the FHA Lender, providing the amount of the disbursement request (a “Disbursement Amount”) and the expected date of disbursement (a “Disbursement Date”). (ii) Receipt by the Trustee of an executed Certificate of the Borrower and substantially in the Issuer with respect form attached hereto as Exhibit E related to the Bonds, in addition to deposit of Available Moneys into the Draw Request submitted to Collateral Fund for the HUD Mortgagee pursuant to Subsection applicable Disbursement Request. T-27864.004/1136074.docx (aiii) above, at least two (2) Business Days prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and Promptly upon receipt of a fully executed Disbursement Request and Certificate of the related Collateral Payment(s) by the TrusteeBorrower, the Trustee shall disburse confirm in writing to the FHA Lender that Available Moneys in the Collateral Fund plus Available Moneys in the Project Fund are at least equal to the then-outstanding principal amount of the Bonds. (iv) Upon receipt of confirmation from the Project Trustee of the matters described in clause (iii) above and on or before the Disbursement Date, the FHA Lender (A) will deliver to the Trustee an executed Certificate of the FHA Lender substantially in the form attached hereto as Exhibit D and (B) will transfer to the Trustee, by immediately available funds, Available Moneys equal to the Disbursement Amount for deposit into the Collateral Fund. (v) Upon receipt by the Trustee from the FHA Lender of the Available Moneys in an amount equal to the Disbursement Amount, such Available Moneys shall be deposited into the Collateral Fund as provided in Section 5.12 of the Indenture. In the event that the amount of the requested disbursement Available Moneys received by the Trustee does not equal the amount of the Disbursement Request, the Trustee shall promptly return such Available Moneys to the FHA Lender. (vi) Upon satisfaction of the conditions set forth in clauses (i) through (v) above, the Trustee shall be unconditionally and irrevocably obligated to disburse funds from the Project Fund in accordance with the Disbursement Request. If the The Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds shall disburse funds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable instructions contained in the Disbursement Request.Request (A) on the same Business Day that it receives the Available Moneys in the event the Trustee receives the Available Moneys with respect to such Disbursement Request prior to 10:30 AM on such Business Day or (B) on the next succeeding Business Day if the Trustee receives the Available Moneys after 10:30

Disbursements from the Project Fund. Whenever Pursuant to the Borrower desires Indenture, the Trustee shall issue its checks or drafts for each disbursement of money from the Project Fund only pursuant to obtain a disbursement request submitted by the Lessee Representative in substantially the form attached hereto as Schedule F in payment or reimbursement of Costs of Construction provided for herein. So long as no event of nonappropriation as provided in Section 3.3(c) or event of default shall occur, and so long as the right of the Lessee to direct the acquisition, renovation, construction and equipping of the Facilities has not otherwise been terminated pursuant to the last sentence of Section 4.1 of this Lease, the Trustee, at the written direction of the Lessee, acting on behalf of the Lessor, shall disburse monies from the Project Fund in payment of Costs of Construction for the Facilities. Such disbursements shall be made upon receipt by the Trustee of a requisition signed by the Lessee Representative (i) stating with respect to each payment to be made: (a) the requisition number, (b) the name and address of the person, firm or corporation to whom payment is due or has been made, (c) the amount to be paid or reimbursed, (d) that each obligation mentioned therein has been properly incurred, is a proper charge against the Project Fund and has not been the basis of any previous withdrawal, (e) that no event of nonappropriation as provided in Section 3.3(c) or event of default has occurred and the right of the Lessee to direct the acquisition, construction, improvement and equipping of the Facilities has not otherwise been terminated, and (f) that the disbursement requested will be used for a Cost of Construction with respect to the Facilities; (ii) specifying in reasonable detail the nature of the obligation; and (iii) accompanied by a bill, invoice or statement of account for such obligation. The Trustee shall not disburse any funds from the Project Fund, the Borrower except upon receipt of such requisition. The Lessee shall submit to the Trustee a signed Disbursement Request releases of lien rights covering work done and/or materials furnished in connection with the acquisition, renovation, construction or equipping of the Facilities within thirty (approved by the HUD Mortgagee30) in the form attached as Exhibit B between the Borrower and the Issuer with respect days of payment to the Bonds, party entitled thereto. Upon the occurrence of an event of nonappropriation as provided in addition to the Draw Request submitted to the HUD Mortgagee pursuant to Subsection (aSection 3.3(c) above, at least two (2) Business Days or an event of default prior to the date on which the requested disbursement is to be made ("Disbursement Date"). On or before each Disbursement Completion Date, Trustee shall confirm to HUD Mortgagee, and Tax Credit Investor compliance with the terms and conditions of the Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement by the Borrower, and upon receipt of the related Collateral Payment(s) Project Fund may be utilized by the Trustee, on behalf of the Lessor as ground lessor, to complete the Facilities as provided in Section 4.5 hereof, or, upon termination of the Lease Term, may be disbursed as provided in Section 4.04(c) of the Indenture, as the Trustee shall disburse from may deem appropriate in the Project Fund, the amount best interests of the requested disbursement in accordance with the Disbursement Request. If the Trustee has received the required Collateral Payments but the other conditions for the disbursement of the corresponding amount of Bond Proceeds from the Project Fund set forth in Section 6 of the Indenture and Section 3.03-3.04 of the Loan Agreement have not been fully satisfied, the Trustee shall not disburse such Bond Proceeds and shall promptly disburse the Collateral Payments deposited for such Disbursement Request within 5 days following receipt to the HUD Mortgagee upon its request with written notice thereof to Tax Credit Investor of any corresponding returned Collateral Payments. Disbursements by the Trustee from the Project Fund shall be made in accordance with the applicable Disbursement RequestBondholders.