Common use of PROJECT; PROGRAM SERVICES Clause in Contracts

PROJECT; PROGRAM SERVICES. Section 2.1. Kirkwood agrees to provide the Program Services to the extent of funds available for that purpose in the Project Fund. It is understood and agreed that Employer and Kirkwood will cooperate in the coordination and programming of the specific expenditures and operation of the Project within the guidelines set out in this Agreement and Exhibits "B" and "C". Kirkwood may, in its discretion, subcontract with other entities or persons to provide all or part of the Training. It is understood and agreed that the Training set forth on Exhibit "C" is tentative and is subject to change, within the budget for the Project, upon the mutual agreement of Kirkwood, acting through its appropriate officials, and Employer. Section 2.2. Kirkwood and Employer agree that all necessary and incidental costs, including but not limited to Program Costs and Debt Service and related costs may be paid from one or a Section 2.3. Kirkwood and Employer agree that the receipts from the New Jobs Withholding Credits and the Incremental Property Taxes, and the Revenue Fund into which the same are paid may be irrevocably pledged by Kirkwood for the payment of the Debt Service. Attached hereto as Exhibit "D" is a tentative payment schedule for the Certificates. Following issuance and sale of the Certificates a final payment schedule, if different from Exhibit D, shall be prepared using the actual rates of interest and maturities for the Certificates. Such final payment schedule, if prepared, shall become a part of this Agreement, as Exhibit D, without further action by Employer or Kirkwood and shall supersede the Exhibit D attached hereto. A copy of such final payment schedule shall be provided to Employer. Section 2.4. The term of this Agreement shall not exceed ten (10) years and shall coincide with the period of time over which the Certificates mature and the Program Costs are deferred; provided, that this Agreement shall not terminate and the obligations, representations, warranties, covenants and agreements of Employer hereunder shall continue until the Certificates, if any, issued in connection with the Project shall have been paid in full. Section 2.5. Kirkwood may revise or expand the Training from time to time with the consent of Employer; provided that no revision shall be made which would change the Project to purposes other than purposes permitted by the Act. Section 2.6. The Certificates will be issued pursuant to the Resolution adopted by the Board of Directors of Kirkwood in the aggregate principal amount, bearing interest (at a rate to be determined at the time the Certificates are authorized to be issued), maturing, and being redeemable as set forth in the Resolution. The proceeds from the sale of the Certificates shall be paid to Kirkwood and deposited in the Project Fund or other fund established by Kirkwood. The Project Fund shall be used only for purposes of the Project. Pending disbursements for Program Services and Program Costs, the proceeds so deposited in the Project Fund, together with any investment earnings thereon, shall be subject to a lien in favor of the holders of the Certificates as provided in the Resolution authorizing the Certificates. Section 2.7. In the event Certificates are not issued or sold by Kirkwood, Employer agrees to pay to Kirkwood a sum equal to the necessary and incidental costs actually incurred by Kirkwood which would have been paid from the proceeds of the Certificates, or the funds available from the sources described in Sections 2.2 and 3.4 of this Agreement if the Certificates had been issued by Kirkwood. Section 2.8. Investment earnings from any source on moneys deposited in the Project Fund, Revenue Fund or any other fund shall be regarded as revenues of the Project and be used for payment of the Debt Service or such other uses authorized by the Resolution. Section 2.10. The administrative fee of Kirkwood and the state administrative fee shall be the administrative fee of Kirkwood and the state administrative fee, respectively, determined as of the date or dates of issuance of the Certificates. In addition, the necessary Reserve shall be determined as of the date or dates of issuance of the Certificates. The amount of money to be provided for Training shall be adjusted to reflect changes in the foregoing fees and necessary Reserve.

PROJECT; PROGRAM SERVICES. Section 2.1. Kirkwood agrees to provide the Program Services to the extent of funds available for that purpose in the Project Fund. It is understood and agreed that Employer and Kirkwood will cooperate in the coordination and programming of the specific expenditures and operation of the Project within the guidelines set out in this Agreement and Exhibits "B" and "C". Kirkwood may, in its discretion, subcontract with other entities or persons to provide all or part of the Training. It is understood and agreed that the Training set forth on Exhibit "C" is tentative and is subject to change, within the budget for the Project, upon the mutual agreement of Kirkwood, acting through its appropriate officials, and Employer. Section 2.2. Kirkwood and Employer agree that all necessary and incidental costs, including but not limited to Program Costs and Debt Service and related costs may be paid from one or a combination of the following sources: (a) New Jobs Withholding Credits, (b) Incremental Property Taxes, and (c) tuition, student fees, or special charges fixed by the Board of Directors of Kirkwood to defray Program Costs in whole or in part. New Jobs Withholding Credits and Incremental Property Taxes shall be placed in the Revenue Fund established in the Resolution and used exclusively for purposes of the Project. Tuition, student fees or special charges, if any, shall be placed in the Project Fund and used exclusively for purposes of the Project. Kirkwood and Employer agree that Employer's Taxable Business Property includes its current and future interest in the Project Site. Employer acknowledges that it is not relying on any representations of Kirkwood, its agents or attorneys, that the foregoing, in fact or law, constitutes Employer's Taxable Business Property under the Act. Section 2.3. Kirkwood and Employer agree that the receipts from the New Jobs Withholding Credits and the Incremental Property Taxes, and the Revenue Fund into which the same are paid may be irrevocably pledged by Kirkwood for the payment of the Debt Service. Attached hereto as Exhibit "D" is a tentative payment schedule for the Certificates. Following issuance and sale of the Certificates a final payment schedule, if different from Exhibit D, shall be prepared using the actual rates of interest and maturities for the Certificates. Such final payment schedule, if prepared, shall become a part of this Agreement, as Exhibit D, without further action by Employer or Kirkwood and shall supersede the Exhibit D attached hereto. A copy of such final payment schedule shall be provided to Employer. Section 2.4. The term of this Agreement shall not exceed ten (10) years and shall coincide with the period of time over which the Certificates mature and the Program Costs are deferred; provided, that this Agreement shall not terminate and the obligations, representations, warranties, covenants and agreements of Employer hereunder shall continue until the Certificates, if any, issued in connection with the Project shall have been paid in full. Section 2.5. Kirkwood may revise or expand the Training from time to time with the consent of Employer; provided that no revision shall be made which would change the Project to purposes other than purposes permitted by the Act. Section 2.6. The Certificates will be issued pursuant to the Resolution adopted by the Board of Directors of Kirkwood in the aggregate principal amount, bearing interest (at a rate to be determined at the time the Certificates are authorized to be issued), maturing, and being redeemable as set forth in the Resolution. The proceeds from the sale of the Certificates shall be paid to Kirkwood and deposited in the Project Fund or other fund established by Kirkwood. The Project Fund shall be used only for purposes of the Project. Pending disbursements for Program Services and Program Costs, the proceeds so deposited in the Project Fund, together with any investment earnings thereon, shall be subject to a lien in favor of the holders of the Certificates as provided in the Resolution authorizing the Certificates. Section 2.7. In the event Certificates are not issued or sold by Kirkwood, Employer agrees to pay to Kirkwood a sum equal to the necessary and incidental costs actually incurred by Kirkwood which would have been paid from the proceeds of the Certificates, or the funds available from the sources described in Sections 2.2 and 3.4 of this Agreement if the Certificates had been issued by Kirkwood. Section 2.8. Investment earnings from any source on moneys deposited in the Project Fund, Revenue Fund or any other fund shall be regarded as revenues of the Project and be used for payment of the Debt Service or such other uses authorized by the Resolution. Section 2.9. Employer certifies that the number of jobs, including formerly existing jobs, on its payroll in Iowa is two hundred forty-seven (247) as of August 10, 1995. Employer further certifies that the number of jobs, including formerly existing jobs, on its payroll with respect to the Project is two hundred forty-seven (247) as of the date set forth in the preceding sentence. Section 2.10. The administrative fee of Kirkwood and the state administrative fee shall be the administrative fee of Kirkwood and the state administrative fee, respectively, determined as of the date or dates of issuance of the Certificates. In addition, the necessary Reserve shall be determined as of the date or dates of issuance of the Certificates. The amount of money to be provided for Training shall be adjusted to reflect changes in the foregoing fees and necessary Reserve.

PROJECT; PROGRAM SERVICES. Section 2.1. Kirkwood As used herein, references to the "Project" shall include the program services (the "Program Services") and the on-the-job training program for the Employer described on Exhibit "A" attached hereto and incorporated herein by reference, as well as this Agreement and all activities of the Area School in connection herewith. Exhibit "A" shows the number of employees, areas of training, training period and other information Section 2.2. The Area School agrees to provide the Program Services if and to the extent that funds are available to pay the costs of funds available for that purpose in the Project FundProgram Services from the proceeds of the issuance of the Certificates or from the Employer. It is understood and agreed that The Employer and Kirkwood the Area School will cooperate in the coordination and programming of the specific expenditures and operation of the Project within the guidelines set out in this Agreement and Exhibits "B" and "C". Kirkwood may, in its discretion, subcontract with other entities or persons to provide all or part of the Training. It is understood and agreed that the Training set forth on Exhibit "C" is tentative and is subject to change, within the budget for the Project, upon the mutual agreement of Kirkwood, acting through its appropriate officials, and EmployerA". Section 2.22.3. Kirkwood and The Employer agree that agrees to pay or cause to be paid all necessary and incidental costscosts of the Project, including but not limited to Program Costs principal and Debt Service and related costs may be paid from one or a Section 2.3. Kirkwood and Employer agree that the receipts from the New Jobs Withholding Credits and the Incremental Property Taxes, and the Revenue Fund into which the same are paid may be irrevocably pledged by Kirkwood for the payment of the Debt Service. Attached hereto as Exhibit "D" is a tentative payment schedule for the Certificates. Following issuance and sale of the Certificates a final payment schedule, if different from Exhibit D, shall be prepared using the actual rates of interest and maturities for on the Certificates. Such final payment schedule, if prepared, costs shall become be paid from amounts in the Project Fund (as hereinafter defined) and from the new jobs credit from withholding with respect to persons employed at the Project and the incremental property taxes produced by the expansion by the Employer as a part of this Agreementthe Project, all as Exhibit Dprovided in the Act, without further action by or from funds of the Employer or Kirkwood to the extent that such sources of payment are insufficient to pay all costs of the Project, including principal and shall supersede interest on the Exhibit D attached hereto. A copy of such final payment schedule shall be provided to EmployerCertificates. Section 2.4. The term of this Agreement shall not exceed ten (10) years and shall coincide with the period of time over which the Certificates mature and the Program Project Costs are deferred; provided, however, that this Agreement Agreement, and the repayment obligations of the employer shall not terminate and the obligations, representations, warranties, covenants and agreements of Employer hereunder shall continue until the Certificates, if any, issued in connection with the Project shall Certificates have been paid in full. Section 2.5. Kirkwood The Area School may revise or expand the Training training curriculum from time to time with the consent of the Employer; : provided that no revision shall be made which would change the Project to purposes other than the purposes permitted by the Act. Section 2.6. The Certificates will shall be issued pursuant to the Resolution. The Resolution adopted by shall set forth the aggregate principal amount of the Certificates, the rate at which the Certificates bear interest, the maturity of the Certificates, the provisions for redemption of the Certificates, and such other matter, including the security for the Certificates, as the Board of Directors of Kirkwood in the aggregate principal amount, bearing interest (at a rate to be determined at the time the Certificates are authorized to be issued), maturing, and being redeemable as set forth in the ResolutionArea School shall determine. Section 2.7. The proceeds from the sale of the Certificates shall be paid to Kirkwood the Area School and deposited in the Project Fund or other a separate fund established by Kirkwood. The the Area School (the "Project Fund shall be used only for purposes of the ProjectFund"). Pending disbursements for Program Services and Program Costsdisbursement, the proceeds so deposited in the Project Fund, together with any investment earnings thereon, shall be subject to a lien in favor of the holders of the Certificates as provided in the Resolution authorizing and may be used for the payment of the principal, premium, if any, and interest on the Certificates. Amounts in the Project Section 2.8. In the event that moneys in the Project Fund are not sufficient to pay all costs of the Project, the Employer will, nonetheless, pay all costs of the Project in excess of the moneys in the Project Fund in full from its own funds. If the Employer should pay any portion of such costs, it shall not be entitled to any reimbursement therefore from the Area School; nor shall it be entitled to any abatement, diminution or postponement of the payments required to satisfy the debt service requirements on the Certificates. The Employer will, however, be entitled, to the extent permitted by the Act, to reimbursement of any of its funds used for the payment of Project Costs from the Project Fund when a surplus is attained in the Project Fund and not needed to satisfy the debt service requirements on the Certificates. Section 2.72.9. In the event that Certificates are not issued or sold by Kirkwoodthe Area School, the Employer agrees to pay to Kirkwood a sum equal the Area School an amount sufficient to reimburse the Area School for all reasonable and necessary and incidental costs actually expenses incurred by Kirkwood which would have been paid from the proceeds Area School in connection with the Project, including but not limited to legal fees and any Project Costs incurred to provide training to employees in new jobs as part of the Certificates, or the funds available from the sources described in Sections 2.2 and 3.4 of this Agreement if the Certificates had been issued by KirkwoodProject. Section 2.8. Investment earnings from any source on moneys deposited in the Project Fund, Revenue Fund or any other fund shall be regarded as revenues of the Project and be used for payment of the Debt Service or such other uses authorized by the Resolution. Section 2.10. The administrative fee of Kirkwood and the state administrative fee shall be the administrative fee of Kirkwood and the state administrative fee, respectively, determined as of the date or dates of issuance of the Certificates. In addition, the necessary Reserve shall be determined as of the date or dates of issuance of the Certificates. The amount of money to be provided for Training shall be adjusted to reflect changes in the foregoing fees and necessary Reserve.

PROJECT; PROGRAM SERVICES. Section 2.1. Kirkwood agrees to provide the Program Services to the extent of funds available for that purpose in the Project Fund. It is understood and agreed that Employer and Kirkwood will cooperate in the coordination and programming of the specific expenditures and operation of the Project within the guidelines set out in this Agreement and Exhibits "B" and "C". Kirkwood may, in its discretion, subcontract with other entities or persons to provide all or part of the Training. It is understood and agreed that the Training set forth on Exhibit "C" is tentative and is subject to change, within the budget for the Project, upon the mutual agreement of Kirkwood, acting through its appropriate officials, and Employer. Section 2.2. Kirkwood and Employer agree that all necessary and incidental costs, including but not limited to Program Costs and Debt Service and related costs may be paid from one or a combination of the following sources: (a) New Jobs Withholding Credits, (b) Incremental Property Taxes, and (c) tuition, student fees, or special charges fixed by the Board of Directors of Kirkwood to Section 2.3. Kirkwood and Employer agree that the receipts from the New Jobs Withholding Credits and the Incremental Property Taxes, and the Revenue Fund into which the same are paid may be irrevocably pledged by Kirkwood for the payment of the Debt Service. Attached hereto as Exhibit "D" is a tentative payment schedule for the Certificates. Following issuance and sale of the Certificates a final payment schedule, if different from Exhibit D, shall be prepared using the actual rates of interest and maturities for the Certificates. Such final payment schedule, if prepared, shall become a part of this Agreement, as Exhibit D, without further action by Employer or Kirkwood and shall supersede the Exhibit D attached hereto. A copy of such final payment schedule shall be provided to Employer. Section 2.4. The term of this Agreement shall not exceed ten (10) years and shall coincide with the period of time over which the Certificates mature and the Program Costs are deferred; provided, that this Agreement shall not terminate and the obligations, representations, warranties, covenants and agreements of Employer hereunder shall continue until the Certificates, if any, issued in connection with the Project shall have been paid in full. Section 2.5. Kirkwood may revise or expand the Training from time to time with the consent of Employer; provided that no revision shall be made which would change the Project to purposes other than purposes permitted by the Act. Section 2.6. The Certificates will be issued pursuant to the Resolution adopted by the Board of Directors of Kirkwood in the aggregate principal amount, bearing interest (at a rate to be determined at the time the Certificates are authorized to be issued), maturing, and being redeemable as set forth in the Resolution. The proceeds from the sale of the Certificates shall be paid to Kirkwood and deposited in the Project Fund or other fund established by Kirkwood. The Project Fund shall be used only for purposes of the Project. Pending disbursements for Program Services and Program Costs, the proceeds so deposited in the Project Fund, together with any investment earnings thereon, shall be subject to a lien in favor of the holders of the Certificates as provided in the Resolution authorizing the Certificates. Section 2.7. In the event Certificates are not issued or sold by Kirkwood, Employer agrees to pay to Kirkwood a sum equal to the necessary and incidental costs actually incurred by Kirkwood which would have been paid from the proceeds of the Certificates, or the funds available from the sources described in Sections 2.2 and 3.4 of this Agreement if the Certificates had been issued by Kirkwood. Section 2.8. Investment earnings from any source on moneys deposited in the Project Fund, Revenue Fund or any other fund shall be regarded as revenues of the Project and be used for payment of the Debt Service or such other uses authorized by the Resolution. Section 2.9. Employer certifies that the number of jobs, including formerly existing jobs, on its payroll in Iowa is thirty-seven (37) as of August 10, 1995. Employer further certifies that the Section 2.10. The administrative fee of Kirkwood and the state administrative fee shall be the administrative fee of Kirkwood and the state administrative fee, respectively, determined as of the date or dates of issuance of the Certificates. In addition, the necessary Reserve shall be determined as of the date or dates of issuance of the Certificates. The amount of money to be provided for Training shall be adjusted to reflect changes in the foregoing fees and necessary Reserve.