Common use of Receipt of Documents by Bank Clause in Contracts

Receipt of Documents by Bank. The Bank shall have received the following items and documents, duly executed and in each case in form and substance satisfactory to the Bank; (i) a Bank's Consultant's Report, dated the date of the requested Disbursement, together with a revised and updated Budget; (ii) copies of all Trade Contracts and all architect's and engineer's agreements executed since the date of the last preceding Request for Disbursement and copies of all amendments to any Trade Contract, or architect's or engineer's agreement executed since the date of the last preceding Request for Disbursement, together with copies of all performance and payment bonds with respect to the Trade Contractors under such Trade Contracts and together with a Trade Contractor Consent and Agreement with resect to each such Trade Contract, and together with assignments to the Bank of all such agreements and contracts; (iii) such further builders' risk or other insurance relating to the Construction of the Improvements as shall be required hereunder or by the other Operative Documents or, to the extent the same relate to the Project, as shall otherwise be reasonably requested by the Bank; (iv) in the case of Disbursements to pay costs which are shown as non- construction related Soft Costs in the Budget, such evidence as the Bank may require to the effect that such costs have been properly incurred and are due and payable; (v) all documents, reports, certificates, affidavits and other information as the Bank may require to evidence compliance by the Company with all of the provisions of this Agreement; (vi) a Borrower's Affidavit with appropriate insertions and attachments, in form and substance satisfactory to the Bank and to the Bank's counsel, executed by the General Partners, and a Request for Disbursement, each dated the date for such Disbursement; (vii) satisfactory evidence (including, without limitation, contracts, bills of sale or other agreements) that title to all materials and fixtures incorporated in the Construction of the Improvements and all materials stored on-site or off-site or in fabrication shall vest in the Company immediately upon delivery thereof to the Project; (viii) payment of the Bank's counsel fees and the fees of the Bank's Consultant relating to the Project, as well as all other out-of-pocket expenses of the Bank relating to the Project and incurred since the date of the preceding Request for Disbursement to the extent the foregoing are then due and payable, including, without limitation, all Appraisal, investigation and insurance fees and expenses and all costs and expenses of the Environmental Report; (ix) evidence satisfactory to the Bank that the full amount of all prior Disbursements has been paid out by the Company or its contractors in accordance with this Agreement and that no Liens exist against the Project or the Improvements; (x) evidence satisfactory to the Bank of payment in full by the Company to all Persons entitled to assert a mechanics' or materialmen's lien for work done prior to the Disbursement; (xi) if requested by the Bank, a survey inspection and update of the Survey satisfactory in form and content to the Bank and the Bank's counsel in their sole and absolute discretion; (xii) if requested by the Bank, updates of the opinions of the Architect and engineers described in clause (xxii) of Section 10(g) hereof. (xiii) such other instruments, documents and information pertaining to the Disbursement as the Bank may reasonably request; and

Receipt of Documents by Bank. The Bank shall have received and approved the following items and documents, duly executed and in recordable form where applicable, on or before the Initial Disbursement Date, in each case in form and substance satisfactory to the Bank;: (i) a Bank's Consultant's Report, dated the date payment of the requested DisbursementAnnual Letter of Credit Fee, together with a revised and updated Budget; (ii) copies of all Trade Contracts and all architectthe Annual Agent's and engineer's agreements executed since the date of the last preceding Request for Disbursement and copies of all amendments to any Trade ContractFee, or architect's or engineer's agreement executed since the date of the last preceding Request for Disbursement, together with copies of all performance and payment bonds with respect to the Trade Contractors under such Trade Contracts and together with a Trade Contractor Consent and Agreement with resect to each such Trade Contract, and together with assignments to the Bank of all such agreements and contracts; (iii) such further builders' risk or other insurance relating to the Construction of the Improvements as shall be required hereunder or by the other Operative Documents or, to the extent the same relate to the Project, as shall otherwise be reasonably requested by the Bank; (iv) in the case of Disbursements to pay costs which are shown as non- construction related Soft Costs in the Budget, such evidence as the Bank may require to the effect that such costs have been properly incurred and are due and payable; (v) all documents, reports, certificates, affidavits and other information as the Bank may require to evidence compliance by the Company with all of the provisions of this Agreement; (vi) a Borrower's Affidavit with appropriate insertions and attachments, in form and substance satisfactory to the Bank and to the Bank's counsel, executed by the General Partners, and a Request for Disbursement, each dated the date for such Disbursement; (vii) satisfactory evidence (including, without limitation, contracts, bills of sale or other agreements) that title to all materials and fixtures incorporated in the Construction of the Improvements and all materials stored on-site or off-site or in fabrication shall vest in the Company immediately upon delivery thereof to the Project; (viii) payment of the Bank's counsel fees and the fees of the Bank's Consultant relating to the Project, as well as all other out-of-pocket expenses of the Bank relating to the Project Project, including, without limitation, any Appraisal, investigation or insurance fees or costs and incurred since the date cost of the preceding Request for Disbursement Environmental Report, to the extent any of the foregoing are then due and payable; (ii) the Financial Statements then in existence and required to be or to have been delivered pursuant to the terms of this Agreement; (iii) advice from the Bank's Consultant in form and content satisfactory to the Bank, to the effect that (i) the Plans and associated design materials relating to the Project have been reviewed and approved by the Bank's Consultant and, to the extent required, by the Governmental Authorities (including, without limitation, ARPE and/or The Planning Board of Puerto Rico), (ii) the Improvements, when completed as shown on the Plans, will comply with applicable zoning and environmental protection ordinances and regulations, (iii) all public utilities necessary for the full utilization of the Improvements for their intended purposes are available at or within the perimeter of the Premises, (iv) the necessary approval of the Environmental Impact Statement for the Project has been obtained from the Environmental Quality Control Board, as well as the necessary approval of the site and master development plan for the Project from the Planning Board, and (v) the following are acceptable to the Bank's Consultant: (A) the then current design of various systems, including, without limitation, all Appraisalarchitectural, investigation structural, electrical, plumbing, heating, air conditioning and insurance fees sprinkler systems, (B) the general conformity of specified materials to overall Project quality objectives, (C) the contents of soil reports and expenses and all costs and expenses coordination of foundation design of the Environmental Improvements, (D) the conformity of the scope and design set forth in the Plans to the description of the Improvements set forth in this Agreement and as otherwise presented to the Bank; (E) the projected Date of Substantial Completion and the Construction Schedule, (F) the Budget, (G) the Company's allocation of the Budget to Individual Line Items, (H) the adequacy of the Line Items for contingencies in the Budget, (I) the value, scope and limiting conditions of the Construction Documents then in effect and/or trade contracts and subcontracts received for review and (J) all other matters as the bank shall reasonably require; (iv) the Bank's Consultant's Report; (ixv) any additional opinion(s) of counsel for the Company requested by the Bank, in form and substance satisfactory to the Bank and the Bank's counsel; (vi) copies of all Permits issued by all Governmental Authorities, evidencing the authorization of the Company to commence and complete Construction of the Improvements, all of which shall be satisfactory to the Bank, and evidence satisfactory to the Bank that other governmental approvals necessary for the Construction and operation of the Improvements are obtainable by nondiscretionary administrative procedures without the need for any variance or waiver, whether through public hearing or otherwise, of applicable zoning ordinances, land use regulations, building codes or similar governmental laws and regulations; (vii) an update to the Environmental Report, if requested by the Bank, together with evidence satisfactory to the Bank that the full amount of Company has fully complied with all prior Disbursements recommendations set forth in the Environmental Report and with the update thereto, if an update has been paid out so requested; (viii) evidence that the insurance required pursuant to Paragraph 7(x) hereof and the Pledge Agreement is in full force and effect and evidence of the payment of the premiums therefor; (ix) evidence of errors and omissions insurance carried by the Company or Architect and by each Design Architect and evidence of the maintenance of the insurance required to be maintained by each Trade Contractor under its contractors in accordance with this Agreement and that no Liens exist against the Project or the ImprovementsTrade Contract; (x) evidence satisfactory to the Bank of payment in full by the Company to all Persons entitled to assert a mechanics' or materialmen's lien for work done prior to the Disbursement; (xi) if requested by the Bank, a survey inspection and update of the Survey an updated Survey, satisfactory in form and content to the Bank and the Bank's counsel in their sole and absolute discretion; (xi) evidence satisfactory to the Bank that the Company has paid all real estate taxes on, and assessments of, the Project which are due and payable and, if delinquent, all penalties and interest thereon; (xii) if requested a copy of the construction schedule prepared by the Bank, updates Construction Manager showing a trade-by-trade breakdown (to the extent that the information necessary to prepare such breakdown can then be ascertained) of the opinions estimated periods of time for Construction of the Improvements beginning with the commencement of footings and foundations and ending with completion of Construction of the Improvements in accordance with the Plans (the CONSTRUCTION SCHEDULE); (xiii) to the extent not previously delivered, copies of the Project Documents and the other Operative Documents, each of which shall be certified by the General Partners as true, correct and complete. (xiv) a Request for Disbursement with respect to the Initial Disbursement; (xv) a Borrower's Affidavit dated the date of the Initial Disbursement, with appropriate insertions and attachments, in form and substance satisfactory to the Bank and the Bank's counsel, executed by the General Partners; (xvi) to the extent not previously delivered, copies of the Architect's Agreements, certified by the General Partners to be true, correct and complete; (xvii) the standard form of contract or trade contract to be used by the Company in connection with the Construction of the Improvements, which shall be satisfactory in form and content to the Bank; (xviii) a consent to the Assignment from each architect relating to the Project, in form and content satisfactory to the Bank; (xix) an executed counterpart of all space leases (if any), certified by the General Partners to be true, correct and complete, together with an executed notice to each tenant of the assignment thereof to the Bank pursuant to the applicable Assignment of Rents; (xx) copies of the Plans (including all approved Work Changes) initialled to show the Company's approval, which are satisfactory to the Bank; (xxi) an updated Appraisal of the Project, if any change or circumstance occurs from the date of the issuance of the Letter of Credit that causes the Bank to determine that such an update is reasonably appropriate; (xxii) an opinion of the Architect and any engineers described preparing or contributing to the Plans stating that the Construction of the Improvements is permitted under, and such Improvements, when Constructed in clause (xxii) of Section 10(g) hereof.accordance with the Plans and occupied, shall be in compliance with all applicable zoning ordinances, land use regulations and similar laws and governmental rules and regulations relating to the Premises; (xiiixxiii) such other documents, instruments, documents opinions, certificates and information pertaining approvals (including, without limitation, estoppel certificates and non-disturbance and attornment agreements) and such modifications and supplements to any of the Disbursement Operative Documents as the Bank may shall have reasonably request; andrequested;