Final Construction Advance. Unless otherwise permitted by Administrative Agent, Advances for the payment of final amounts due Contractor under the Construction Contract for the payment of final amounts of Soft Costs and Advances for the payment of final amounts due the Proton System Supplier under the Proton System Purchase Agreement at Completion shall not be made until Administrative Agent has received and approved all of the following (in addition to the conditions set forth in Section 2.04) (other than Punch List Items for which Collateral Agent is holding Punch List Items Funds in accordance with Section 2.14 of the Building Loan Agreement):
(a) evidence of Completion of the Facility and a certification from the Independent Engineer that Completion of the Facility has occurred;
(b) a Certificate of Completion signed by the Architect in form satisfactory to Administrative Agent;
(c) duly executed final unconditional lien waivers satisfactory to Administrative Agent from Contractor, Proton System Supplier and each subcontractor;
(d) evidence that all claims of lien that may have been recorded or notice thereof served on Administrative Agent or any Lender have either been paid in full and released, or Borrower has posted or caused to be posted an appropriate surety bond or other assurances (including, without limitation, title insurance) to discharge of record or insure over the same;
(e) evidence that all sums due in connection with the construction of the Improvements have been paid in full (or will be paid out of the funds requested to be advanced) and that no party claims or has a right to claim any statutory or common law lien arising out of the construction of the Improvements or the supplying of labor, material, and/or services in connection therewith;
(f) such title insurance endorsements as Administrative Agent may reasonably require, including, without limitation, endorsements to the Title Policy insuring the priority of the Mortgages upon the Mortgaged Property, excepting only such items as shall be permitted under the Loan Documents, and insuring over all mechanics’ and material suppliers’ liens arising (or which may arise) from the Completion of the Facility;
(g) an ALTA as-built survey or other satisfactory evidence (which includes an appropriate professional seal) (and which updated ALTA as-built survey shall be read into the Title Policy) showing that (A) the Improvements as they have been built and the Proton System as it has been installed are located in accordanc...
Final Construction Advance. The final Construction Advance, including all retainage (except for funds held by Administrative Agent pending completion of so-called “punch list” items of work remaining, as identified by the Borrower and the Contractor and approved by Administrative Agent) shall be made within thirty (30) days after completion of the Improvements as determined by the Consultant (which determination will not be unreasonably withheld or delayed) and, in addition to the conditions set forth in
Final Construction Advance. The final advance to pay for costs covered by the General Contract, including applicable retention, shall also require:
Final Construction Advance. Not later than 11:00 A.M., New York City time, on the Lease Commencement Date, but subject to Sections 2.3(a) and (b) and 3.2 (but not subject to Section 2.3(c) or (d)), (i) an amount equal to the Debt Funding Amount requested by the Company pursuant to the Final Funding Request shall be withdrawn from the Note Proceeds Account and either transferred to the Completion Escrow Account in accordance with Sections 3.1(d) and 3.2 of the Disbursement Agreement or distributed in accordance with Section 3.5(a) of the Disbursement Agreement and (ii) the Owner Participant shall wire transfer an amount, in Dollars and in immediately available funds, equal to the Equity Funding Amount requested by the Company pursuant to the Final Funding Request to the Equity Proceeds Account, which amount shall be withdrawn from the Equity Proceeds Account and either transferred to the Completion Escrow Account in accordance with Sections 3.1(d) and 3.2 of the Disbursement Agreement or distributed in accordance with Section 3.5(a) of the Disbursement Agreement. On the Lease Commencement Date, the Company shall use the proceeds of such Advance to pay, or cause to be paid, all remaining Project Costs, other than amounts representing Punch List items to be completed after the Lease Commencement Date pursuant to Section 6.1.4 of the EPC Contract and any other Project Costs under any other Construction Documents not required to be paid under such Construction Documents until after the Lease Commencement Date and the remaining proceeds of such Advance, which shall be an amount at least equal to the sum of the amounts of such Punch List items and such other Projects Costs, shall have been deposited into the Completion Escrow Account.
