Common use of Final Disbursement for Construction Clause in Contracts

Final Disbursement for Construction. Lenders will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainages) when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements have been fully completed and equipped in accordance with the Plans and Specifications free and clear of mechanics’ liens and security interests and are ready for occupancy; (b) Borrower shall have furnished to Agent “all risks” casualty insurance in form and amount and with companies satisfactory to Agent in accordance with the requirements contained herein; (c) Borrower shall have furnished to Agent copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Improvements and the operation thereof, including a certificate of occupancy from the municipality in which the Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agent; (e) Borrower shall have furnished an as-built plat of survey covering the completed Improvements reasonably satisfactory to Agent; (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project shall have been installed free and clear of all liens and security interests, except in favor of Agent; (g) Borrower shall have furnished to Agent copies of all final waivers of lien and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established by Agent; (h) Borrower shall have furnished to Agent a certificate from the Architect or other evidence satisfactory to Agent dated at or about the Completion Date stating that (i) the Improvements have been completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Laws; and (i) Agent shall have received a certificate from the Lender’s Consultant for the sole benefit of Agent and Lenders that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders Lender will advance to Borrower the final disbursement for the cost of the Construction construction (including any undisbursed retainages) with respect to a Condominium Building Allocation or the Garage/Amenity Allocation when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements applicable Condominium Building or applicable garages and amenities has or have been fully completed and equipped in accordance with the Plans and Specifications free and clear of mechanics’ liens and security interests and are ready for occupancyinterests; (b) Borrower shall have furnished to Agent Lender “all risks” casualty insurance in form and amount and with companies satisfactory to Agent Lender in accordance with the requirements contained herein; (c) Borrower shall have furnished to Agent Lender copies of all licenses required licenses, permits and permits required certificates of occupancy issued by any all Governmental Authority Authorities having jurisdiction for the occupancy use of the Improvements Condominium Building, garage or amenity and the operation thereof, including a certificate of occupancy from the municipality in which the Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed Borrower shall have executed acknowledgments furnished a copy of acceptance of their respective premises in form the recorded Condominium Map for the applicable Condominium Building and substance reasonably satisfactory to Agentappurtenant garages and amenities; (e) Borrower shall have furnished an as-built plat of survey covering the completed Improvements reasonably satisfactory to Agent; (f) All fixtures, furnishings, furniture, equipment and other property required for the operation The construction of the Project Condominium Building and the applicable garages and amenities shall have been installed completed free and clear of all liens and security interests, except in favor of AgentLender; (gf) Borrower shall have furnished to Agent Lender copies of all final waivers of lien and sworn statements from contractors, subcontractors Major Subcontractors, and material if requested by Lender, Subcontractors and materials suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established by AgentLender; (hg) Borrower shall have furnished to Agent Lender a certificate from the Architect or other evidence satisfactory to Agent Lender dated at or about the Completion Date with respect to such Condominium Building and the applicable garages and amenities stating that (i) the Improvements Condominium Building and applicable garages and amenities have been substantially completed in accordance with the Plans and Specifications, and (ii) the Improvements Condominium Building and applicable garages and amenities as so completed comply with all applicable Laws; and (ih) Agent Lender shall have received a certificate from the Lender’s Consultant for the sole benefit of Agent and Lenders Lender that the Improvements Condominium Building and applicable garages and amenities have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders will advance to Borrower the final disbursement Disbursement for the cost Cost of the Construction Improvements (including any undisbursed retainagesincluding, where applicable, Retainages) when Administrative Agent has determined that the following conditions have been complied with, provided that all other conditions in this Loan Agreement for disbursements Disbursements have been complied withwith on or before the Outside Completion Date: (a) The Marriott Improvements have been fully completed and equipped in accordance with the Plans and Specifications free and clear of mechanics’ liens and security interests and are ready for occupancy; (b) Borrower shall have satisfied the Substantial Completion Condition and a complete punch list, approved by Borrower and Prime Contractor (and, to the extent punch list items have not been rectified, an amount equal to 150% of the value of such items shall be withheld by Lenders pending receipt of evidence of satisfactory completion); (c) Borrower shall have furnished to Administrative Agent “all risks” casualty insurance in form and amount and with companies satisfactory to the Administrative Agent in accordance with the requirements contained herein; (cd) Borrower shall have furnished to Agent Administrative Agent, at or about the time of completion of Construction, copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Marriott Improvements and the operation thereof, including including, without limitation, a certificate of occupancy from the municipality in which the Construction Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; , accompanied by a certificate from Borrower dated at or about the date of completion of the Construction, certifying that (di) All Tenants for whom Tenant Work has no notices of any claimed violations of Legal Requirements arising from the Construction or operation of the Construction Project which have not been completed cured were served on the party making such certification or, to the best of their knowledge, any contractor or subcontractor or their respective agents or representatives and (ii) the party making such certification is not aware of any circumstances which could give rise to the issuance of any such notice of claimed violation; additionally, the Prime Contractor and Architect shall have executed acknowledgments furnished their certificates of acceptance of their respective premises substantial completion in form and substance reasonably satisfactory to Agent;the forms required by the Prime Contract. (e) Borrower shall have furnished an as-built a plat of survey covering the completed Improvements reasonably satisfactory to Agentand all paving, driveways, fences and exterior improvements in compliance with Section 8.1(m); (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project shall have been installed free and clear of all liens and security interests, except in favor of Agent; (g) Borrower shall have furnished to Agent copies of all final waivers of lien and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established by Agent; (h) Borrower shall have furnished to Agent a certificate from the Architect or other evidence satisfactory to Agent dated at or about the Completion Date stating that (i) the Improvements have been completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Laws; and (i) Agent shall have received a certificate from the Lender’s Consultant for the sole benefit of Agent and Lenders that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainages) for the Subject Property when the following conditions (“Completion Conditions”) have been complied withwith respect to the Subject Property (hereinafter, “Final Completion”), provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements have been fully completed (except for any Tenant Work on then-unleased portions of the Subject Property) and equipped in accordance with the Plans and Specifications free and clear of mechanics’ liens any Liens (other than Permitted Liens) and any security interests interests(other than those provided hereunder) and are ready for occupancy; (b) Borrower shall have furnished to the Administrative Agent “all risks” casualty insurance in form and amount and with companies satisfactory to Agent Lender in accordance with the requirements contained herein; (c) Borrower shall have furnished to the Administrative Agent copies of all material licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Improvements and the operation thereof, including a certificate final, non-conditional certificates of occupancy from the municipality in which the Project Subject Property is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agentthe extent required pursuant to the terms of the applicable Leases; (e) Borrower shall have furnished an as-built a plat of survey covering the completed Improvements reasonably satisfactory to Agentin compliance with Section 6.1(i); (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project Subject Property shall have been installed free and clear of all liens Liens (other than Permitted Liens) and all security interests, except in favor of Agentinterests (other than those provided hereunder); (g) Borrower shall have furnished to the Administrative Agent copies of all final waivers of lien Release and sworn statements Payment Receipt Affidavits (as such term is defined in the General Contract), in the form attached as Schedule 1 to the General Contract, from contractors, the General Contractor and all subcontractors and material suppliers who supplied materials and/or performed the work and an affidavit from constructed the General Contractor in accordance Improvements at the Subject Property, together with any other statements and forms required for compliance with the mechanic’s mechanics’ lien law laws of the State or as otherwise established by AgentCommonwealth of Massachusetts; (h) Borrower shall have furnished to the Administrative Agent a certificate from the Architect or other evidence satisfactory to the Administrative Agent dated at or about the Final Completion Date stating that (i) the Improvements have been completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Applicable Laws; and (i) The Administrative Agent shall have received a certificate from the Lender’s Lenders’ Consultant for the sole benefit of Agent and Lenders that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders Lender will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainages) when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements have been fully completed and equipped substantially in accordance with the Plans and Specifications free and clear of mechanics’ liens and security interests and are ready for occupancy; (b) Borrower shall have furnished to Agent Lender “all risks” casualty insurance in form and amount and with companies reasonably satisfactory to Agent Lender in accordance with the requirements contained herein;, including without limitation the provision not later than the date on which the Project’s first residential unit is ready for occupancy of “all risk” or “special form” Property insurance, documented with form, terms, and conditions reasonably acceptable to Lender. (c) Borrower shall have furnished to Agent Lender copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Improvements and the operation thereof, including a certificate of occupancy from the municipality in which the Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agent[Reserved]; (e) Borrower shall have furnished (or shall furnish upon disbursement of the proceeds to the relevant vendors) an as-built plat of survey covering the completed Improvements reasonably satisfactory to Agentin compliance with Section 8.1(c); (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project shall have been installed free and clear of all liens and security interests, except in favor of AgentLender; (g) Borrower shall have furnished to Agent Lender copies of all final waivers of lien and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established by AgentLender; such final waivers shall indicate the amount remaining to be paid to such contractor, subcontractor or supplier and shall confirm that such waiver is final provided such amount is received; (h) Borrower shall have furnished to Agent Lender a certificate from the Architect or other evidence satisfactory to Agent Lender dated at or about the Completion Date (as the same may be extended in accordance with Section 15.1(b) for Unavoidable Delay) stating that (i) the Improvements have been completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Laws; and; (i) Agent Lender shall have received a certificate from the Lender’s Consultant for the sole benefit of Agent and Lenders Lender that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications; and (j) Borrower shall have entered into a property management agreement for the management, leasing and operation of the Project with a management company. Such agreement and management company shall be approved by Lender, such approval not to be unreasonably withheld, conditioned or delayed. Borrower represents and warrants to Lender that as of the date of this Agreement it has not entered into any such agreement. Upon Lender’s request, Borrower shall execute a subordination agreement with respect to such management agreement and shall cause the management company to join in such subordination agreement. Any such subordination agreement entered into shall be deemed one of the “Loan Documents”. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion DateDate (as the same may be extended in accordance with Section 15.1(b) for Unavoidable Delay), such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders Lender will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainagesRetainages) when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied withwith : (a) The Improvements have been fully completed and equipped in accordance with the Plans and Specifications free and clear of mechanics’ ' liens and security interests and are ready for occupancy; (b) Borrower shall have furnished to Agent “Lender a Certificate of Substantial Completion AIA Form G704 from the supervising architect and General Contractor certifying that the Project has been completed in accordance with the final plans and specifications as approved by the Lender; (c) Borrower shall have furnished to Lender "all risks” " casualty insurance in form and amount and with companies satisfactory to Agent Lender in accordance with the requirements contained herein; (cd) Borrower shall have furnished to Agent Lender copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Improvements and the operation thereof, including a certificate of occupancy from the municipality in which the Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agent; (e) Borrower shall have furnished an asto Lender a complete "As-built plat Built" ALTA/ACSM final survey of survey covering the completed Improvements reasonably satisfactory to Agent;Project complying with EXHIBIT "B" attached hereto in compliance with Section 8.1(d); -------------- (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project and to be installed by Borrower shall have been installed free and clear of all liens and security interests, except in favor of AgentLender; (g) Borrower shall have furnished to Agent Lender copies of all final waivers of lien and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established by Agent;Chapter 713, Florida Statutes; ----------------- (h) Borrower shall have furnished to Agent Lender a certificate from the Architect or other evidence satisfactory to Agent Lender dated at or about the Completion Date stating that (i) the Improvements have been completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Laws; (i) Borrower shall have furnished to Lender a rent roll and copies of all leases for the Project; (j) Borrower shall have furnished to Lender tenant estoppel certificates in form and substance acceptable to Lender; and (ik) Agent Lender shall have received a certificate from the Lender’s 's Consultant for the sole benefit of Agent and Lenders Lender that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the ------------- Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders Lender will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainages) when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements have been fully completed and equipped in accordance with the Plans and Specifications free and clear of mechanics’ liens and security interests and are ready for occupancyinterests; (b) Borrower shall have furnished to Agent Lender, to the extent necessary as reasonably determined by Lender, “all risks” casualty insurance in form and amount and with companies satisfactory to Agent Lender in accordance with the requirements contained herein; (c) Borrower shall have furnished to Agent Lender copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy use of the Improvements and the operation thereof, including a certificate of occupancy from the municipality in which the Project is located, or a letter from the appropriate Governmental Authority that no such certificate is issued; (d) All Tenants for whom Tenant Work has been completed Borrower shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agentfurnished “as-built” plans covering the completed Improvements; (e) Borrower shall have furnished an as-built plat of survey covering the completed All Improvements reasonably satisfactory to Agent; (f) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project shall have been installed free and clear of all liens and security interests, except in favor of AgentLender; (gf) Borrower shall have furnished to Agent Lender copies of all final waivers of lien and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s lien law of the State or as otherwise established Contractor, Major Subcontractors, and if requested by AgentLender, Subcontractors and materials suppliers; (hg) Borrower shall have furnished to Agent Lender a certificate from the Architect Architect/Engineer or other evidence satisfactory to Agent Lender dated at or about the Completion Date stating that (i) the Improvements have been substantially completed in accordance with the Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable Laws; and (ih) Agent Lender shall have received a certificate from the Lender’s Consultant for the sole benefit of Agent and Lenders Lender that the Improvements have been satisfactorily completed in accordance with the Plans and Specifications. If Borrower fails to comply with and satisfy any of the final disbursement conditions contained in this Section 13.1 within sixty (60) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.

Final Disbursement for Construction. Lenders Lender will advance to Borrower the final disbursement for the cost of the Construction (including any undisbursed retainagesretainages not yet disbursed) when the following conditions have been complied with, provided that all other conditions in this Agreement for disbursements have been complied with: (a) The Improvements have been fully completed and equipped substantially in accordance with the Approved Plans and Specifications free and clear of mechanics’ materialmen's liens and security interests and are ready for occupancy; (b) Borrower shall have furnished or caused to Agent “be furnished to Lender "all risks” " casualty insurance and windstorm and flood insurance each in form and amount and with companies reasonably satisfactory to Agent Lender in accordance with the requirements contained herein; (c) Borrower shall have furnished to Agent Lender copies of all licenses and permits required by any Governmental Authority having jurisdiction for the occupancy of the Improvements and the operation thereof, including a final certificate of occupancy from the municipality in which the Project is located, City or a letter from temporary certificate of occupancy, so long as (i) Residential Units may still be sold and occupied, (ii) the appropriate Governmental Authority that no such certificate Hotel is issuedopen and operating in accordance with the Hotel Documents, (iii) the Commercial Space may still be rented and/or sold and occupied, and (iv) the Venue is open and operating in accordance with the management agreement reviewed and approved by Lender in accordance herewith; (d) All Tenants for whom Tenant Work has been completed shall have executed acknowledgments of acceptance of their respective premises in form and substance reasonably satisfactory to Agent; (e) Borrower shall have furnished an as-built a plat of survey covering the completed Improvements reasonably satisfactory to Agentin compliance with Section 8.1(d); (fe) All fixtures, furnishings, furniture, equipment and other property required for the operation of the Project shall have been installed free and clear of all liens and security interests, except in favor of AgentLender; (gf) Borrower shall have furnished to Agent Lender copies of all final waivers of lien (other than the liens that Borrower is contesting and has insured or bonded over in accordance with Section 15.1(f) of this Agreement), and sworn statements from contractors, subcontractors and material suppliers and an affidavit from the General Contractor in accordance with the mechanic’s 's lien law of the State or as otherwise established by AgentLender; (hg) Borrower shall have furnished to Agent Lender a certificate from the Architect or other evidence satisfactory to Agent Lender in Lender's sole discretion dated at or about the Completion Date stating that (i) the Improvements have been completed substantially in accordance with the Approved Plans and Specifications, and (ii) the Improvements as so completed comply with all applicable LawsLaws in all material respects; and (ih) Agent Lender shall have received a certificate from the Lender’s 's Consultant for the sole benefit of Agent and Lenders Lender that the Improvements have been satisfactorily completed substantially in accordance with the Approved Plans and Specifications. If Borrower fails to shall comply with and satisfy any each of the foregoing final disbursement conditions contained in this Section 13.1 within sixty ninety (6090) days after the Completion Date, such failure shall constitute an Event of Default hereunder. Notwithstanding the foregoing, Borrower may complete Tenant Work following the Completion Date (provided that Borrower shall remain obligated to complete such work in accordance with the applicable Lease), and the completion of such Work shall not be a condition to such final disbursement. Borrower shall be required to satisfy the provisions of this Agreement before the advance of Loans in order to obtain advances for Tenant Work, tenant allowances and leasing commissions.