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 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 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 (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 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 (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.