Common use of Withdrawals during Concession Period Clause in Contracts

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Deleted; (c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the AuthorityAuthority (other than under Clause 9.5); (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any Any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Fee, Gross Revenue Share and Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all other payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments Debt Service Payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; (j) any dividend payable to Authority; and (jk) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.128.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements;Agreements;‌‌‌‌‌‌ (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority;; from (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx Downloaded 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Concession Fee due and payable to the Concessioning Authority; (c) All payments relating to construction of the ProjectBus Terminal and Commercial Complex, subject to and in accordance with the conditions, if any, set forth in the Financing Agreementsmaintenance works; (cd) O&M Expenses, subject to the ceiling, if any, set forth by the Independent Engineer in the Financing Agreementsaccordance with Good Industry Practice; (de) O&M Expenses and other costs and expenses incurred by the Concessioning Authority in accordance with the provisions of this Agreement, and certified by the Concessioning Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service debt service payment due in an Accounting Year; (g) all payments and Damages certified by the Concessioning Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.128.3.1, except with the prior written approval of the AuthorityGovernment.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements, in accordance with the Applicable Laws, Applicable Permits and Good Industry Practices; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Project Consideration due and payable to the Authority;; less the fee waived or not collected in terms of this Agreement. (f) monthly proportionate provision of Debt Service including but not limited to interest and principal repayment due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements requirement set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Article 20.3.1 above except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year Debt Service in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Any amount due on account of appropriation of the Deemed Performance Security under Clause 9.5 of this Agreement (c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the AuthorityAuthority (other than under Clause 9.5); (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any Any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectRail System; (b) all payments relating to construction of the ProjectRail System, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority MOR in accordance with the provisions of this Agreement, and certified by the Authority MOR as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityMOR; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority MOR as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.128.3.1, except with the prior written approval of the AuthorityMOR.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectRail System; (b) all payments relating to construction of the ProjectRail System, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject Concession Fee due and payable to the ceiling, if any, set forth in the Financing AgreementsMOR; (d) O&M Expenses and other costs fee and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityEscrow Bank; (fe) monthly proportionate provision of Debt Service due in an Accounting Year; (gf) all payments and Damages certified by the Authority MOR as due and payable to it by the Concessionaire; (hg) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ih) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the AuthorityMOR.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes All Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements, in accordance with the Applicable Laws, Applicable Permits and Good Industry Practices; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Project Consideration due and payable to the Authority;; less the fee waived or not collected in terms of this Agreement. (f) monthly Monthly proportionate provision of Debt Service including but not limited to interest and principal repayment due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements requirement set forth in the Financing Agreements; and (ji) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Article 20.3.1 above except with the prior written approval of the Authority. 20.3.3 Notwithstanding anything to the contrary contained in this Article 20, the Concessionaire shall, at any point of time during the tenure of the Escrow Account, maintain a minimum amount equivalent to the amount of Project Considerations due and payable to the Authority over the next 12 months.

Withdrawals during Concession Period. 27.3.1 The At the beginning of every month post COD, or at such shorter intervals as the Lenders' Representativeand the Concessionaire shallmay by written instructions determine, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in shall withdraw amounts from the Escrow Account shall be appropriated and appropriate them in the following order every month, or at shorter intervals as necessaryby depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in a month inany month, then appropriated proportionately retain such monies in such month Sub-Accounts and retained in the Escrow Account and paid pay out therefrom in on the month when due:Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments construction/implementation expenses relating to construction the Project/Project Facilities and Services, subjectto limits if any set out under the Financing Documents; c) all expenses related to operations and maintenance of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M ExpensesProject including License Fee, subject to the ceiling, if any, set forth in the Financing AgreementsDocuments; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions towards payment of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable Royalty to the Authority; (e) towards its debt service obligations under the Financing Documents; f) monthly proportionate provision towards payment of Debt Service due in an Accounting Yearother sums payable to the Concessioning Authority and liquidated damages, if any ; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) towards any reserve requirements set forth in accordance with the Financing Agreements; andDocuments; (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 22.3.1. The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessaryrequired, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) a. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) b. all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M c. O & M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M d. O & M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, e. Any amounts due and payable to the Authority; (f) monthly f. Monthly proportionate provision of Debt Service due and payable in an Accounting Year; (g) all g. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly h. Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt, if any; (i) any i. Any reserve requirements set forth in the Agreement or in the Financing Agreements; and (j) balancej. Balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 22.3.2. The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.122.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it;; from (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx Downloaded 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Any amount due on account of appropriation of the Deemed Performance Security under Clause 9.5 of this Agreement; (c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the AuthorityAuthority (other than under Clause 9.5); (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any Any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 20.3.1. The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessaryrequired, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) a. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) b. all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M c. O & M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M d. O & M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, e. Any amounts due and payable to the Authority; (f) monthly f. Monthly proportionate provision of Debt Service due and payable in an Accounting Year; (g) all g. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any h. Any reserve requirements set forth in the Agreement or in the Financing Agreements; and (j) balancei. Balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2. The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.120.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements;Agreements;‌‌‌‌‌‌‌ (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it;; from (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx Downloaded 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 17.3.1. The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditionstheconditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the withthe provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Payment due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the ConcessionairetheConcessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of respectof Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 27.3.2. The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1Clause27.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) Payment to Independent Engineer during Construction Period (d) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fg) monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hi) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balance, if any, in accordance with the joint instructions of the ConcessionaireConcessionaire and the Authority. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements;Agreements;‌‌‌‌‌‌ (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1. At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) a. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) b. all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) c. O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) d. O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Concession Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, e. Any amounts due and payable to the Authority; (f) f. monthly proportionate provision of Debt Service due in an Accounting Year; (g) g. all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (h) h. monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) i. any reserve requirements set forth in the Concession Agreement and in the Financing Agreements; and (j) j. balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2. No later than 30 (thirty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 24.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements set forth in the Financing Agreements; and; (j) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 24.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.124.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, Account give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter aliainter-alia , that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, Expenses subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (f) monthly proportionate provision of the Debt Service due in an Accounting Year;: (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 9.5.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) a. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) b. all payments relating to construction & procurement of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) c. O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) d. O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, e. License fees & revenue due and payable to the Authority; (f) f. monthly proportionate provision of Debt Service due in an Accounting Year; (g) g. all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) h. monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) i. any reserve requirements set forth in the Financing Agreements; and (j) j. balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that the deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectXXX Ropeway; (b) all payments relating to construction of the ProjectXXX Ropeway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements;Agreements;‌‌‌‌‌‌ (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; andand Downloaded from (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 oject 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the ProjectProject , subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority MOPIT in accordance with the provisions of this Agreement, and certified by the Authority MOPIT as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Any Royalty due and payable to the AuthorityMOPIT; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority MOPIT as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan, if any; (h) monthly proportionate provision of debt service payments payment due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the AuthorityMOPIT.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) : all taxes due and payable by the Concessionaire for and in respect of the Project; (b) Project Highway; all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) ; O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) ; O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) ; Concession Fee or Annual Concession Fee, as the case may be, and Premium due and payable to the Authority; (f) ; monthly proportionate provision of Debt Service due in an Accounting Year; ; {(g) Premium due and payable to the Authority;} all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) , including repayment of Revenue Shortfall Loan; Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority under Clause 17.9.2 and debit the same to O&M Expenses monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) ; any reserve requirements set forth in the Financing Agreements; and (j) and balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 . The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority. Withdrawals upon Termination Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: all taxes due and payable by the Concessionaire for and in respect of the Project Highway; 90% (ninety per cent) of Debt Due excluding Subordinated Debt; outstanding Concession Fee; all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority under Clause 17.9.2 and debit the same to O&M Expenses. retention and payments relating to the liability for defects and deficiencies set forth in Article 39; outstanding Debt Service including the balance of Debt Due; outstanding Subordinated Debt; incurred or accrued O&M Expenses; any other payments required to be made under this Agreement; and balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Article 38. The provisions of this Article 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 31.4.1 have been discharged.

Withdrawals during Concession Period. 27.3.1 30.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Revenue Share payments due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire;the (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 30.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction Construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (fd) monthly proportionate provision of Debt Service due in an Accounting Year; (ge) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hf) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ig) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.120.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, Account give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter aliainter- alia , that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, Expenses subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (f) monthly proportionate provision of the Debt Service due in an Accounting Year;: (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 1) The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Projectvillage Rampur to Naina Devi Ji Ropeway; (b) all payments relating to construction of the Projectvillage Rampur to Naina Devi Ji Ropeway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 2) The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.126.3.1), except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Road; (b) all payments relating to construction of the ProjectProject Road, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityAuthority ; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments payment due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectHaji Bunder (Sewree) to Elephanta Island Ropeway; (b) all payments relating to construction of the ProjectHaji Bunder (Sewree) to Elephanta Island Ropeway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 . The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.126.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes All Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements, in accordance with the Applicable Laws, Applicable Permits and Good Industry Practices; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Project Consideration due and payable to the Authority;; less the fee waived or not collected in terms of this Agreement. (f) monthly Monthly proportionate provision of Debt Service including but not limited to interest and principal repayment due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements requirement set forth in the Financing Agreements; and (ji) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Article 20.3.1 above except with the prior written approval of the Authority. 20.3.3 Notwithstanding anything to the contrary contained in this Article 20, the Concessionaire shall, at any point of time during the tenure of the Escrow Account, maintain a minimum amount equivalent the amount of Project Considerations due and payable to the Authority over the next 12 months.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at i. At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub- Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) a. all taxes due and payable by the Concessionaire for and in respect of the ProjectStorage Facility; (b) b. all payments relating to construction of the ProjectStorage Facility, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) c. O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) d. O&M Expenses and other costs and expenses incurred by the Authority Authority, provided it certifies to the Escrow Bank that it had incurred such expenses in accordance with the provisions of this Agreement, the Concession Agreement and certified by that the Authority as amounts claimed are due and payable to itit from the Concessionaire; (e) Concession e. License Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) f. monthly proportionate provision of Debt Service due in an Accounting Year; (g) g. Premium due and payable to the Authority; h. all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (h) i. monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) j. any reserve requirements set forth in the Financing Agreements; and (j) k. balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The ii. No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) : all taxes due and payable by the Concessionaire for and in respect of the Project; (b) ; all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) ; O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) ; O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) ; Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) ; monthly proportionate provision of Debt Service due in an Accounting Year; (g) ; All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; Any reserve requirements set forth in the Financing Agreements; Balance, if any, in accordance with the instructions of the Concessionaire. The Concessionaire shall not in any manner modify the order of payment specified in Clause 24.3.1, except with the prior written approval of the Authority. Withdrawals upon Termination Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: all taxes due and payable by the Concessionaire for and in respect of the Project; 90% of Debt Due excluding Subordinated Debt if required to be as per the terms of this Agreement; outstanding Concession Fee; all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service ; retention and payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements relating to the liability for defects and deficiencies set forth in Article 32; outstanding Debt Service including the Financing Agreementsbalance of Debt Due; and (j) outstanding Subordinated Debt; incurred or accrued O&M Expenses; any other payments required to be made under this Agreement; and balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 : Provided that no appropriations shall be made under Sub-clause (j) of this Clause 24.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Article 31. The provisions of this Article 24 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 24.4.1 have been discharged. INSURANCE Insurance during Concession Period The Concessionaire shall not affect and maintain at its own cost, during the Construction Period and the Operation Period, such insurances for such maximum sums as may be required under the Financing Agreements and Applicable Laws, and such insurances as may be necessary or prudent in accordance with Good Industry Practice. The Concessionaire shall also affect and maintain such insurances as may be necessary for mitigating the risks that may devolve on the Authority as a consequence of any manner modify the order of payment specified in Clause 27.3.1, except with the prior written approval act or omission of the AuthorityConcessionaire during the Construction Period. The Concessionaire shall procure that in each insurance policy, the Authority shall be a co-insured and that the insurer shall pay the proceeds of insurance into the Escrow Account. For the avoidance of doubt, the level of insurance to be maintained by the Concessionaire after repayment of Senior Lenders’ dues in full shall be determined on the same principles as applicable for determining the level of insurance prior to such repayment of Senior Lenders’ dues.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectTransmission System; (b) all payments relating to construction of the ProjectTransmission System, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any other amounts due and payable to the Authority, including Revenue Share from Additional Capacity and Revenue Share from Other Business, to the extent not set off in accordance with the provisions of this Agreement; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction constructions of the ProjectProject payable to the Authority in accordance with the terms of the Concession Agreement, subject to and in accordance with the conditions, if any, set forth in forthin the Financing Agreements;: (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;, Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority and debit the same to O&M Expenses. (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction Construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (fd) monthly proportionate provision of Debt Service due in an Accounting Year; (ge) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hf) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ig) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.120.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority MPRDC in accordance with the provisions of this Agreement, and certified by the Authority MPRDC as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityMPRDC; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the AuthorityMPRDC.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt;; Downloaded from (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it;; from (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; andand xxx.xxxxxx.xxx Downloaded (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 23.5.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Lease Payment due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 23.5.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.123.5.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of relation to its obligations under the ProjectConcession Agreement; (b) all payments relating to construction of the ProjectAdditional Project Facilities, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) payments to Independent Engineer; (d) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority Authority, provided it certifies to the Escrow Bank that it had incurred such expenses in accordance with the provisions of this Agreement, Concession Agreement and certified by that the Authority as amounts claimed are due and payable to it; (e) Concession Fee or Annual Concession Fee, as it from the case may be, due and payable to the AuthorityConcessionaire; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the joint instructions of the ConcessionaireConcessionaire and the Authority. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders‟ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 29.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Lease Consideration and Revenue Share Payments due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 29.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.129.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) all payments relating to construction of the ProjectBus Terminal, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority;; from (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire.. xxx.xxxxxx.xxx Downloaded 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 29.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (ai) all taxes due and payable by the Concessionaire for and in respect of the Project; (bii) Annual Concession Fee and any installment of Upfront Premium due and payable to the Authority (iii) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (iv) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cv) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (dvi) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fvii) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hviii) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (iix) any reserve requirements set forth in the Financing Agreements; and (jx) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 29.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1Article 29.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow AccountAccount , give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter aliaalia , that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, necessary and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditionsconditions , if any, any set forth in the Financing Agreements; (c) O&M Expensesexpenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses expenses and other costs and expenses incurred by the Authority MPRDC in accordance with the provisions of this Agreement, Agreement and certified by the Authority MPRDC as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityMPRDC; (f) monthly proportionate provision of Debt Service due in an Accounting Year, including repayment of Revenue Shortfall Loan; (g) Premium due and payable to the MPRDC; h) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire; (hi) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balance, if any, balance If any in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the AuthorityMPRDC.

Withdrawals during Concession Period. 27.3.1 5.26.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the ProjectProject , subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, Royalty due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 5.26.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.15.24.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders‟ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority Authority, provided it certifies to the Escrow Bank that it had incurred such expenses in accordance with the provisions of this Agreement, the Concession Agreement and certified by that the Authority as amounts claimed are due and payable to itit from the Concessionaire; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 Not later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders‟ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders‟ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter aliaalia , that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectRail System; (b) all payments relating to construction of the ProjectRail System, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority MOR in accordance with the provisions of this Agreement, and certified by the Authority MOR as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityMOR; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority MOR as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.128.3.1, except with the prior written approval of the AuthorityMOR.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) a. all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) b. all payments relating to construction construction/ refurbishment/ development of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) c. O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements, in accordance with the Applicable Laws, Applicable Permits and Good Industry Practices; (d) d. O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, e. Project Consideration due and payable to the Authority;; less the fee waived or not collected in terms of this Agreement. (f) f. monthly proportionate provision of Debt Service including but not limited to interest and principal repayment due in an Accounting Year; (g) g. all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) h. any reserve requirements requirement set forth in the Financing Agreements; and (j) i. balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Article 20.3.1 above except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 26.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Project Consideration (Lease Rental including the Annual Concession Fee or Annual Concession Fee, as the case may be, and Revenue Share) due and payable to the Authority;. (f) monthly proportionate provision of Debt Service including but not limited to interest and principal repayment due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service Debt Service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements requirement set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 26.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Clause 26.3.1 above except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid out therefrom appropriate them in the month when due:following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out there from on the Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (c) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Concession Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fg) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service Debt Service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Sports Infrastructure Project; (b) all payments relating to construction O&M Expenses of the Sports Infrastructure Project, subject to and the ceiling set by the Independent Engineer in accordance with the conditions, if any, set forth in the Financing Agreements;Good Industry Practice; and (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority for Sports Infrastructure Project in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it;. (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fd) monthly proportionate provision of Debt Service due in an Accounting Year; (ge) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (hf) monthly proportionate proportional provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ig) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, Article 28.3.1 except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) Premium due and payable to the Authority;} (h) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (hi) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages (including deductions for non- performance/breach/non-observance of performance indicators/service levels, as set out in terms of this Agreement) as certified by the Authority as due and payable to it by the Concessionaire; (hg) monthly proportionate provision of debt service payments Debt Service due in an Accounting Year Year; (h) Debt Service in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority MPRDC in accordance with the provisions of this Agreement, and certified by the Authority MPRDC as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and other dues and payable to the AuthorityMPRDC; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the AuthorityMPRDC.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectPlant; (b) all payments relating to construction of the ProjectPlant, subject to and in accordance with the conditions, if any, set forth in the Financing AgreementsDocuments; (c) O&M Expensesall day to day operating expenses, subject to the ceiling, if any, set forth in the Financing AgreementsDocuments; (d) O&M Expenses all day to day operating expenses and other costs and expenses incurred by the Authority SDMC in accordance with the provisions of this the Concession Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any other amounts due and payable to the Authority/SDMC, including Land Lease and Residual Inert Matter Handling Charges; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority SDMC as due and payable to it by the Concessionaire, pursuant to the provisions of the Concession Agreement; (h) monthly proportionate proportional provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing AgreementsDocuments; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 16.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order or priority every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectPlant; (b) all payments relating to construction of the ProjectPlant, subject to and in accordance with the conditions, if any, set forth in the Financing AgreementsDocuments; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing AgreementsDocuments; (d) O&M Expenses and other costs and expenses incurred by the Authority SDMC in accordance with the provisions of this Agreement, and certified by the Authority SDMC as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the AuthoritySDMC, including Land Lease and Residual Inert Matter Handling Charges, to the extent not set off in accordance with the provisions of this Agreement; (f) monthly proportionate provision of Debt Service due in an Accounting a Financial Year; (g) all payments and Damages, including Liquidated Damages certified by the Authority SDMC as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting a Financial Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing AgreementsDocuments; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 16.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.116.3.1, except with the prior written approval of the AuthoritySDMC.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) : all taxes due and payable by the Concessionaire for and in respect of the Project; (b) Storage Facility; all payments relating to construction of the ProjectStorage Facility, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) ; O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) ; O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, ; any other amounts due and payable to the Authority; (f) , including revenue share from release of Storage Capacity to the extent not set off in accordance with the provisions of this Agreement monthly proportionate provision of Debt Service due in an Accounting Year; (g) all ; {Premium due and payable to the Authority} All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) , pursuant to the Storage Agreement; monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) ; any reserve requirements set forth in the Financing Agreements; and (j) and balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 . The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.126.3.1, except with the prior written approval of the Authority.. Withdrawals upon Termination Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: all taxes due and payable by the Concessionaire for and in respect of the Project; 90% (ninety per cent) of Debt Due excluding Subordinated Debt; outstanding revenue share and any other amounts due and payable to the Authority all payments and Damages certified by the Authority as due and payable to it by the Concessionaire pursuant to this Agreement, including {Premium} and any claims in connection with or arising out of Termination; retention and payments relating to the liability for defects and deficiencies set forth in Article 34; outstanding Debt Service Payments including the balance of Debt Due; outstanding Subordinated Debt; incurred or accrued O&M Expenses; any other payments required to be made under this Agreement; and balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) Annual Concession Fee due and payable to the Authority; (c) all payments relating to construction Construction of Circuit House; (d) Fee/revenue in respect of the 17 rooms for the Authority, the Project, subject to and in accordance with including the conditionsproceeds of any rentals, if any, set forth in the Financing Agreements;deposits or capital receipts (ce) O&M Expenses, subject to the ceiling, if any, set forth by the Independent Engineer in the Financing Agreementsaccordance with Good Industry Practice; (df) O&M Expenses and other costs and expenses incurred by the Authority Concessionaire in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fg) monthly proportionate provision of Debt Service debt service payment due in an Accounting Year; (gh) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Any Amount due on account of appropriation of the deem performance security under clause 9.5 of the concession agreement;; (c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Concession Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the Authority; (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any Any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, Account give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter aliainter-alia , that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, Expenses subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (f) monthly proportionate provision of the Debt Service due in an Accounting Year;: (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom there from in the month when due: (a) a. all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) b. all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing AgreementsAgreement; (c) c. O&M ExpensesExpenses in respect to the Project, subject to the ceiling, if any, set forth in the Financing Agreements; (d) d. O&M Expenses and other costs and expenses in respect of the Project incurred by the Authority MSRDC in accordance with the provisions of this Agreement, and certified by the Authority MSRDC as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly e. Monthly proportionate provision of Debt Service due in an Accounting Year; (g) f. Premium due and payable to MSRDC; g. all payments and Damages certified by the Authority MSRDC as due and payable to it by the Concessionaire;. (h) monthly proportionate provision of h. debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) i. any reserve requirements set forth in the Financing Agreements; and (j) j. balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.MSRDC

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) Annual Concession Fee due and payable to the Authority; (c) all payments relating to construction Construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth by the Independent Engineer in the Financing Agreementsaccordance with Good Industry Practice; (de) O&M Expenses and other costs and expenses incurred by the Authority Concessionaire in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service debt service payment due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the ProjectProject Highway, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority XXXX, HD in accordance with the provisions of this Agreement, and certified by the Authority GOTN, HD as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the AuthorityGOTN, HD; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority GOTN, HD as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the joint instructions of the ConcessionaireConcessionaire and GOTN,HD. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the AuthorityGOTN, HD.

Withdrawals during Concession Period. 27.3.1 29.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Facility; (b) all payments relating to construction of the ProjectProject Facility, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (gf) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hg) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ih) any reserve requirements set forth in the Financing Agreements; and (ji) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 29.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.129.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Any amount due on account of appropriation of the Deemed Performance Security under Clause 9.5 of the Concession Agreement; c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Concession Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the Authority; (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 16.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectTourism Infrastructure Complex ; (b) all payments relating to construction of the ProjectTourism Infrastructure Complex, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 16.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.115.3, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 20.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any amounts due and payable to the Authority; (fd) monthly proportionate provision of Debt Service due in an Accounting Year; (ge) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hf) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ig) any reserve requirements set forth in the Financing Agreements; and (jh) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 20.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.120.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 26.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction development of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified certified by the Authority as due and payable to it; (e) Revenue Share; (f) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service Debt Service due in an Accounting Year; (i) monthly proportionate provision of Debt Service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 26.3.2 The Concessionaire shall not in any manner modify the order of payment specified specified in Clause 27.3.1Article 26.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 26.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction implementation of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including repayment of Revenue Shortfall Loan; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 26.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.126.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 30.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction constructions of the ProjectProject payable to the Authority in accordance with the terms of the Concession Agreement, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements;: (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;, Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority under Clause 17.9.2 and debit the same to O&M Expenses. (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 30.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.130.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 29.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (ai) all taxes due and payable by the Concessionaire for and in respect of the Project; (bii) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (ciii) Annual Concession Fee and any installment of Upfront Premium due and payable to the Authority; (iv) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (dv) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (fvi) monthly proportionate provision of Debt Service due in an Accounting Year; (gvii) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hviii) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (iix) any reserve requirements set forth in the Financing Agreements; and (jx) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 29.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1Article 29.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction of the Project, Project subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, and Revenue Share due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 31.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Bus Port; (b) all payments relating to construction of the ProjectProject Bus Port, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, and Premium due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) Premium due and payable to the Authority;} (h) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire;, including repayment of Revenue Shortfall Loan; Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority under Clause 17.9.2 and debit the same to O&M Expenses (hi) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 31.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.131.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all i. All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all ii. All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) iii. O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) iv. O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority Authority/Independent Engineer as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, x. Xxxxx Revenue Share and any other amounts due and payable to the AuthorityAuthority (other than under Article 25); (f) monthly vi. Monthly proportionate provision of Debt Service due in an Accounting Year; (g) all vii. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (h) monthly viii. Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any ix. Any reserve requirements set forth in the Financing Agreements; and (j) balancex. Balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 25.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) all payments relating to construction constructions of the ProjectProject payable to the Authority in accordance with the terms of the Concession Agreement, subject to and in accordance with the conditions, if any, set forth in forthin the Financing Agreements;: (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;, Concessionaire hereby agrees to give irrevocable instructions to the Escrow Bank to make payment from the Escrow Account in accordance with the instructions of the Authority under Clause 17.9.2 and debit the same to O&M Expenses. (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any Any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 25.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.125.3.1, except with the prior written approval of the Authority. Any such modification of the order of payment, without the prior written approval of the Authority, shall be deemed to be void and non-est.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in that the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing AgreementsDocuments; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing AgreementsDocuments; (d) O&M Expenses and other costs and expenses incurred by the Authority Concessioning Authority, provided it certifies to the Escrow Bank that it had incurred such expenses in accordance with the provisions of this Agreement, the Concession Agreement and certified by that the Authority as amounts claimed are due and payable to itit from the Concessionaire; (e) Annual Concession Fee or Annual Concession Fee, as the case may be, due and payable to the Concessioning Authority; (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all payments and Damages damages certified by the Concessioning Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (h) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) any reserve requirements set forth in the Financing AgreementsDocuments; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 Not later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 The Concessionaire shall, at 4.1.1 At the time beginning of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at such shorter intervals as necessarythe Lenders’ Representative and the Concessionaire may by written instructions determine, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Bank shall withdraw amounts from the Escrow Account and paid appropriate them in the following order by depositing such amounts in the relevant Sub-Accounts for making due payments, and if such payments are not due in any month, then retain such monies in such Sub-Accounts and pay out therefrom in on the month when due:Payment Date(s): (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) all Any Amount due on account of appropriation of the deem performance security under clause 9.5 of the concession agreement;; (c) All payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this the Concession Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, as the case may be, Any amounts due and payable to the Authority; (fg) monthly Monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement; (hi) monthly Monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 The 4.1.2 No later than 60 (sixty) days prior to the commencement of each Accounting Year, the Concessionaire shall not in any manner modify provide to the order of payment specified in Clause 27.3.1Escrow Bank, except with the prior written approval of the AuthorityLenders’ Representative, details of the amounts likely to be required for each of the payment obligations set forth in this Clause 4.1; provided that such amounts may be subsequently modified, with prior written approval of the Lenders’ Representative, if fresh information received during the course of the year makes such modification necessary.

Withdrawals during Concession Period. 27.3.1 28.3.1 The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) Monthly Emoluments to Select Employees as defined in Clause 5.15(a) of this agreement (c) all payments relating to construction of the Project, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (cd) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (de) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (ef) Concession Fee or Annual Concession Fee, Gross Revenue Share, Annual Fee and Additional Annual Fee, if applicable, as the case may be, due and payable to the Authority; (fg) monthly proportionate provision of Debt Service due in an Accounting Year; (gh) all other payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (hi) monthly proportionate provision of debt service Debt Service payments due in an Accounting Year in respect of Subordinated Debt; (ij) any reserve requirements set forth in the Financing Agreements; (k) any dividend payable to Authority; and (jl) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 28.3.2 The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.128.3.1, except with the prior written approval of the Authority.

Withdrawals during Concession Period. 27.3.1 26.3.1. The Concessionaire shall, at the time of opening the Escrow Account, give irrevocable instructions, by way of an Escrow Agreement, to the Escrow Bank instructing, inter alia, that deposits in the Escrow Account shall be appropriated in the following order every month, or at shorter intervals as necessary, and if not due in a month then appropriated proportionately in such month and retained in the Escrow Account and paid out therefrom in the month when due: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectStorage Facility; (b) all payments relating to construction of the ProjectStorage Facility, subject to and in accordance with the conditions, if any, set forth in the Financing Agreements; (c) O&M Expenses, subject to the ceiling, if any, set forth in the Financing Agreements; (d) O&M Expenses and other costs and expenses incurred by the Authority in accordance with the provisions of this Agreement, and certified by the Authority as due and payable to it; (e) Concession Fee or Annual Concession Fee, as the case may be, any other amounts due and payable to the Authority;, including revenue share from release of Storage Capacity to the extent not set off in accordance with the provisions of this Agreement (f) monthly proportionate provision of Debt Service due in an Accounting Year; (g) all {Premium due and payable to the Authority} h) All payments and Damages certified by the Authority as due and payable to it by the Concessionaire, pursuant to the Storage Agreement; (hi) monthly proportionate provision of debt service payments due in an Accounting Year in respect of Subordinated Debt; (i) ; any reserve requirements set forth in the Financing Agreements; and (j) balance, if any, in accordance with the instructions of the Concessionaire. 27.3.2 26.3.2. The Concessionaire shall not in any manner modify the order of payment specified in Clause 27.3.126.3.1, except with the prior written approval of the Authority.