Common use of Withdrawals upon Termination Clause in Contracts

Withdrawals upon Termination. 27.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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:order:‌ (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: from Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 38. xxx.xxxxxx.xxx Downloaded 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% Deleted; (fifty five per centc) Percentage of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeeDebt if required to be as per the terms of this Agreement; (d) all Outstanding payments due to the Authority; (e) All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (g) outstanding Outstanding Debt Service including the balance of Debt Due; (h) outstanding Outstanding Subordinated Debt; (i) any Incurred or accrued O&M Expenses; (j) Any other payments required to be made under this Agreement; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (jk) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 28.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee, Gross Revenue share and Annual Fee due and payable to Authority; (d) all other payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 28.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 34. 27.4.2 28.4.2 The provisions of this Article 27 28 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 28.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 28.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectRail System; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority MOR as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3536; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 28.4.1 until a Vesting Certificate has been issued by the Authority MOR under the provisions of Clause 34.4Article 35. 27.4.2 28.4.2 The provisions of this Article 27 28 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 28.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectRail System; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority MOR as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3532; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (ih) any other payments required to be made under this Agreement; and (ji) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority MOR under the provisions of Clause 34.4Article 31. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: from Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 38. xxx.xxxxxx.xxx Downloaded 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Feepayments due to the Authority; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 55[●] % (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3537; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.433.3. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 20.4.1 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: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% ninety per cent (fifty five per cent90%) of the Debt Due excluding Subordinated Debtincluding subordinate debt; (c) outstanding Annual Concession FeeProject Consideration as per 20.3.1 (d); (d) retention and payments relating to the liability for defects and deficiencies; (e) outstanding Debt Service including the balance of Debt Due; (f) outstanding Subordinated Debt; (g) Incurred or accrued O&M Expenses; (h) all payments and Damages damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations appropriation shall be made under Subsub-clause (j) of this Clause 27.4.1 Article 20.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Authority. 27.4.2 20.4.2 The provisions of this Article 27 20 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have Article 20.4.1 has been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% Any amount due on account of appropriation of the deemed performance security under clause 9.5 of this agreement; (fifty five per centc) Percentage of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeeDebt if required to be as per the terms of this Agreement; (d) all Outstanding payments due to the Authority; (e) All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (g) outstanding Outstanding Debt Service including the balance of Debt Due; (h) outstanding Outstanding Subordinated Debt; (i) any Incurred or accrued O&M Expenses; (j) Any other payments required to be made under this Agreement; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (jk) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 28.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (dc) all payments and Damages certified by the Concessioning Authority as due and payable to it by the Concessionaire; (d) cost of repair and restoration of damages to the Project on account of a Non- Political Event; (e) incurred or accrued O&M Expensesall outstanding debt and interest thereon; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (g) outstanding Debt Service including the balance of Debt Dueincurred or accrued O&M Expenses; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (ji) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 28.4.1 until a Vesting Certificate has been issued by the Concessioning Authority under the provisions of Clause 34.4Article 38. 27.4.2 28.4.2 The provisions of this Article 27 28 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 28.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority MPRDC under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 27.4.1. Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the tothe credit of the Escrow Account shall, upon Termination, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeePayment to the Authority; (d) all payments and Damages certified by the Authority as due and payable to it by the ConcessionairetheConcessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that ; If no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 34.4.1 until a Vesting Certificate has Certificatehas been issued by the Authority under the provisions of Clause 34.4Article 34. 27.4.2 27.4.2. The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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:order:‌ (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 20.4.1. Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated by the Authority in the following order: (a) all a. All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) b. Percentage of Debt Due excluding Subordinated Debtas per the terms of this Agreement; (c) outstanding Annual Concession Feec. Outstanding payments due to the Authority; (d) all d. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention e. Retention and payments relating to the liability for defects and deficiencies set forth in Article 3530; (g) outstanding f. Outstanding Debt Service including the balance of Debt Due; (h) outstanding g. Outstanding Subordinated Debt, if any; (i) any h. Incurred or accrued O & M Expenses; i. Any other payments required to be made under this Agreement; and (j) balancej. 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 27.4.1 Clause 20.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 27. 27.4.2 20.4.2. The provisions of this Article 27 20 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 20.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 24.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five per cent) of Debt Due excluding Subordinated DebtDebt if required to be as per the terms of this Agreement; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3532; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 24.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 31. 27.4.2 24.4.2 The provisions of this Article 27 24 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 24.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 22.4.1. Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated by the Authority in the following order: (a) all a. All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) b. Percentage of Debt Due Due, excluding Subordinated DebtDebt as per the terms of this Agreement; (c) outstanding Annual Concession Feec. Outstanding payments due to the Authority; (d) all d. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention e. Retention and payments relating to the liability for defects and deficiencies set forth in Article 3530; (g) outstanding f. Outstanding Debt Service including the balance of Debt Due; (h) outstanding g. Outstanding Subordinated Debt, if any; (i) any h. Incurred or accrued O & M Expenses; i. Any other payments required to be made under this Agreement; and (j) balancej. 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 27.4.1 Clause 22.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 29. 27.4.2 22.4.2. The provisions of this Article 27 22 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 22.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding anything to upon Termination of the contrary contained in this Concession Agreement, all amounts standing to the credit of the Escrow Account shall, upon Terminationnotwithstanding anything in this Agreement, be appropriated and dealt with in the following order: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55[Deleted]; (c) 90% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement, including any claims in connection with or arising out of Termination; (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the arising out of, or in relation to, liability for defects and deficiencies set forth in Article 3533 of the Concession Agreement; (gf) outstanding Outstanding Debt Service including the balance of Debt Due; (hg) outstanding Outstanding Subordinated Debt; (h) Incurred or accrued O&M Expenses; (i) any Any other payments required to be made under this the Concession Agreement; and (j) balanceBalance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under the disbursements specified in Sub-clause (ji) of this Clause 27.4.1 until a Clause 4.2 shall be undertaken only after the Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Authority. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the joint instructions of the ConcessionaireConcessionaire and the Authority: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been dischargeddischarged in full satisfaction of the Authority.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% Any amount due on account of appropriation of the Deemed Performance Security under Clause 9.5 of this Agreement; (fifty five per centc) Percentage of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeeDebt if required to be as per the terms of this Agreement; (d) all Outstanding payments due to the Authority; (e) All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (g) outstanding Outstanding Debt Service including the balance of Debt Due; (h) outstanding Outstanding Subordinated Debt; (i) any Incurred or accrued O&M Expenses; (j) Any other payments required to be made under this Agreement; and (jk) balanceBalance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (jk) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 29.4.1 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: (ai) all taxes due and payable by the Concessionaire for and in respect of the Project; (bii) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (ciii) outstanding Upfront Premium and Annual Concession Fee; (div) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire and any claims in connection with or arising out of Termination; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (gv) outstanding Debt Service including the balance of Debt Due; (hvi) outstanding Subordinated Debt; (ivii) incurred or accrued O&M Expenses; (viii) any other payments required to be made under this Agreement; and (jix) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause (jix) of this Clause 27.4.1 Article29.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 36. 27.4.2 29.4.2 The provisions of this Article 27 29 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 Article29.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Outstanding Concession Fee;Fee and other payments (d) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;,; the 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. (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (gf) outstanding Outstanding Debt Service including the balance of Debt Due; (g) Outstanding Subordinated Debt; (h) outstanding Subordinated DebtIncurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Concessionaire Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Projectoutstanding Fee to Authority; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (c) all taxes due and payable by the Concessionaire for and in respect of the Haji Bunder (Sewree) to Elephanta Island Ropeway; (d) 90% (ninety per cent) of Debt Due; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debtincurred or accrued O&M Expenses; (ih) any other payments required to be made under this Agreement; and (ji) 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 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 The provisions of this Article 27 26 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 26.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding anything to Upon Termination of the contrary contained in this Concession Agreement, all amounts standing to the credit of the Escrow Account shall, upon Terminationnotwithstanding anything in this Agreement, be appropriated and dealt with in the following order: (a) all : All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55; 90% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Debt if required to be as per the terms of this Agreement; Outstanding Concession Fee; (d) all ; All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention ; Retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding 32; Outstanding Debt Service including the balance of Debt Due; (h) outstanding ; Outstanding Subordinated Debt; (i) any ; Incurred or accrued O&M Expenses; Any other payments required to be made under this Agreement; and (j) balanceand 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 27.4.1 Clause 4.2 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 31. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority GOTN, HD as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions joint instruction of the ConcessionaireConcessionaire and GOTN,HD: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority GOTN, HD under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been dischargeddischarged in full to the satisfaction of GOTN, HD.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) 5590 % (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O& M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) i. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) ii. outstanding Annual Concession Fee; (d) iii. all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expensesiv. cost of repair and restoration of damages to the Project on account of a Non- Political Event; (f) v. all outstanding debt and interest thereon; vi. retention and payments relating to the liability for defects and deficiencies set forth in Article 3522.6; (g) outstanding Debt Service including the balance of Debt Duevii. incurred or accrued O&M Expenses; (h) outstanding Subordinated Debt; (i) viii. any other payments required to be made under this Agreement; and (j) ix. balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 23. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Bus Port; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) 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. (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 38. Downloaded from xxx.xxxxxx.xxx 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Road; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including Annual Fee; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding anything to the contrary contained in this Agreement, all amounts amount standing to the credit of the Escrow Account shall, upon TerminationTermination or expiry of this Agreement, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeeTotal Consideration; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including premium, if any; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35Clause 0; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided Concessionaire provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 0. The provisions of this Article 27 Clause 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1.1 have been discharged.

Withdrawals upon Termination. 27.4.1 26.4.1 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: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the ProjectResort; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated DebtOutstanding Concession Fee; (c) outstanding Annual Concession Fee; (d) all payments due and payable under this Agreement and/or Damages certified certified by the Authority as due and payable to it by the Concessionaire; (ed) incurred or accrued O&M Expenses[90% (ninety per cent)] of Debt Due less Insurance Cover, excluding Subordinated Debt; (fe) retention and payments relating to the liability for defects and deficiencies deficiencies set forth in Article 3534.1; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause Article (ji) of this Clause 27.4.1 Article 26.4.1 until a Vesting Certificate Certificate has been issued by the Authority under the provisions of Clause 34.4Article 33. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding 25.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 55[●] % (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages (including for non-performance/breach/non- observance of performance indicators/service levels, as set out in terms of this Agreement) certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3537; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 until Clauseuntil a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 33.3. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectXXX Ropeway; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated DebtDue; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium}; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debtincurred or accrued O&M Expenses; (ih) any other payments required to be made under this Agreement; and (ji) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all i. All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) ii. Percentage of Debt Due excluding Subordinated DebtDebt if required to be as per the terms of this Agreement; (c) outstanding Annual Concession Feeiii. Outstanding payments due to the Authority including Gross Revenue Share; (d) all iv. All payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention v. Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (g) outstanding vi. Outstanding Debt Service including the balance of Debt Due; (h) outstanding vii. Outstanding Subordinated Debt; (i) any viii. Incurred or accrued O&M Expenses; ix. Any other payments required to be made under this Agreement; and (j) balancex. Balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (jx) of this Clause 27.4.1 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 26.4.1. 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee;revenue share and any other amounts due and payable to the Authority (d) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to this Agreement, including {Premium} and any claims in connection with or arising out of Termination; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3534; (gf) outstanding Debt Service Payments including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 26.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 33 27.4.2 26.4.2. The provisions of this Article 27 0 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 26.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 28.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee, Gross Revenue share, Annual Fee and Additional Annual Fees due and payable to Authority; (d) all other payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 28.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 34. 27.4.2 28.4.2 The provisions of this Article 27 28 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 28.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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:order:‌ (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectBus Terminal; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 31.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 38. Downloaded from xxx.xxxxxx.xxx 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 29.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debtoutstanding Lease Consideration and Revenue Share Payment; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (gd) outstanding Debt Service including the balance of Debt Due; (he) outstanding Subordinated Debt; (if) incurred or accrued O&M Expenses; (g) any other payments required to be made under this Agreement; and (jh) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (jh) of this Clause 27.4.1 Clause 29.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 Article 35. The provisions of this Article 27 29 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 29.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Outstanding Concession Fee;Fee and other payments due from the Concessionaire to the Authority. (d) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;,; the 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. (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (gf) outstanding Outstanding Debt Service including the balance of Debt Due; (g) Outstanding Subordinated Debt; (h) outstanding Subordinated DebtIncurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Concessionaire Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 32. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 26.4.1 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: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five 90%(Ninety per cent) of the Debt Due excluding Subordinated Debtincluding subordinate debt; (c) outstanding Annual Concession Fee;Outstanding Project Consideration (d) all payments due and payable under this Agreement and/or Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35deficiencies; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balanceBalance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations appropriation shall be made under Sub-clause Clause (ji) of this Clause 27.4.1 Clause 26.4.1 until a Vesting Certificate has been issued by the Authority under the provisions provision of Clause 34.4Article 33. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 20.4.1 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: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Feepayments due to the Authority; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects Defects and deficiencies set forth in Article 3516; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (ih) any other payments required to be made under this Agreement; and (ji) balance, if any, any in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause: 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 20.4.2 The provisions of this Article 27 20 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 20.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding anything to Upon Termination of the contrary contained in this Concession Agreement, all amounts standing to the credit of the Escrow Account shall, upon Terminationnotwithstanding anything in this Agreement, be appropriated and dealt with in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (ec) incurred or accrued O&M Expenses90% (ninety per cent) of Debt Due excluding Subordinated Debt; (fd) outstanding Concession Fee; (e) retention and payments relating to the liability for defects and or deficiencies set forth in Article 3536; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Concession Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under the disbursements specified in Sub-clause (j) of this Clause 27.4.1 until a Clause 4.2 shall be undertaken only after the Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Authority. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 24.4.1 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: (a) all All taxes due and payable by the Concessionaire Contractor for and in respect of the Project; (b) 55% (fifty five per centAny amount due on account of appropriation of the deemed performance security under clause 9.5 of this agreement; c) Percentage of Debt Due excluding Subordinated DebtDebt if required to be as per the terms of this Agreement; (cd) outstanding Annual Concession FeeOutstanding payments due to the Authority; (de) all All payments and Damages certified by the Authority as due and payable to it by the ConcessionaireContractor; (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3533; (g) outstanding Outstanding Debt Service including the balance of Debt debt Due; (h) outstanding Outstanding Subordinated Debt; (i) any Incurred or accrued O&M Expenses; j) Any other payments required to be made under this Agreement; and (jk) balanceBalance, if any, in accordance with the instructions of the ConcessionaireContractor: Provided that no appropriations shall be made under Sub-clause (jk) of this Clause 27.4.1 Clause 24.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4.Article 27.4.2 24.4.2 The provisions of this Article 27 24 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 24.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 23.6.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession FeeLease Payment; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium and} repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3531; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 23.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 30.4. 27.4.2 23.6.2 The provisions of this Article 27 23.3 to Article 23.6 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 23.4.1 have been discharged.. Development of MSW Treatment facility in Kolhapur – Draft Concession 2012 Agreement

Withdrawals upon Termination. 27.4.1 23.3.1 Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon TerminationTermination prior to expiry of the Defect Liability Period, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire Developer for and in respect of the Project; (b) 55% (fifty five Lender’s dues as per cent) the provisions of Debt Due excluding Subordinated Debtthis Agreement; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority SH&DB as due and payable by Developer to it by the ConcessionaireSH&DB; (e) incurred or accrued O&M Expenses; (fd) retention and payments relating to the liability for defects and deficiencies set forth in Article 3530; (e) outstanding Debt Service; (f) outstanding Subordinated Debt; (g) outstanding Debt Service including any other payments required to be made under the balance Agreement for development of Debt Due;Residential Property (h) outstanding Subordinated Debtincurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the ConcessionaireDeveloper: Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 23.4.1 until a Vesting Certificate has been issued by the Authority SH&DB under the provisions of Clause 34.4.Article 29 27.4.2 23.3.2 The provisions of this Article 27 23 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 23.4.1 have been dischargeddischarged or 30 (thirty) days after the expiry of the Defect Liability Period, whichever is later.

Withdrawals upon Termination. 27.4.1 4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Highway; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debtpayment due to Lenders; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (fd) retention and payments relating to the liability for defects and deficiencies set forth in [Article 3532]; (ge) outstanding Debt Service including the balance of Debt Dueincurred or accrued O&M Expenses; (h) outstanding Subordinated Debt; (if) any other payments required to be made under this Agreement; and (jg) 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: 27.4.1 4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 30. 27.4.2 4.2 The provisions of this Article 27 23A and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 23A.4.1 have been discharged.discharged ARTICLE 24‌

Withdrawals upon Termination. 27.4.1 30.4.1 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: (a) all All taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Outstanding Concession Fee;Fee and other payments (d) all All payments and Damages certified by the Authority as due and payable to it by the Concessionaire;,; the 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. (e) incurred or accrued O&M Expenses; (f) retention Retention and payments relating to the liability for defects and deficiencies set forth in Article 3538; (gf) outstanding Outstanding Debt Service including the balance of Debt Due; (g) Outstanding Subordinated Debt; (h) outstanding Subordinated DebtIncurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Concessionaire Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 30.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 37. 27.4.2 30.4.2 The provisions of this Article 27 30 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 30.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 26.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire;, including {Premium}. (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3534; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 Clause 26.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 33. 27.4.2 26.4.2 The provisions of this Article 27 26 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 26.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 19.4.1 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: (a) all taxes due and payable by the Concessionaire for and Operator in respect of the ProjectProject Facilities; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated DebtAnnual License Fee due and payable to the SPV; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments damages relating to the liability for defects and deficiencies payable by the Operator to the SPV set forth in Article 3527; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (id) any other payments required to be made under this Agreement; and (je) O&M Expenses; (f) O&M Expenses and other costs and expenses incurred by the SPV in accordance with the provisions of this Agreement, and certified by the SPV as due and payable to it; (g) monthly proportionate provisions of any debt due; (h) balance, if any, in accordance with the instructions of the ConcessionaireOperator: Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 19.4.1 until a Vesting Certificate has been issued by the Authority SPV under the provisions of Clause 34.4Article 26. 27.4.2 19.4.2 The provisions of this Article 27 19 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 19.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 Notwithstanding anything to Upon Termination of the contrary contained in this Concession Agreement, all amounts standing to the credit of the Escrow Account shall, upon Terminationnotwithstanding anything in this Agreement, be appropriated and dealt with in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the ConcessionaireConcessionaire pursuant to the Concession Agreement, including [Premium] and any claims in connection with or arising out of Termination; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the arising out of, or in relation to, liability for defects and deficiencies set forth in Article 3534 of the Concession Agreement; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this the Concession Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under the disbursements specified in Sub-clause (j) of this Clause 27.4.1 until a Clause 4.2 shall be undertaken only after the Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Authority. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 29.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectProject Facility; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (fd) retention and payments relating to the liability for defects and deficiencies set forth in Article 3540; (ge) outstanding Debt Service including the balance of Debt Due; (hf) outstanding Subordinated Debt; (ig) incurred or accrued O&M Expenses; (h) any other payments required to be made under this Agreement; and (ji) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 29.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.436.5. 27.4.2 29.4.2 The provisions of this Article 27 29 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 29.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 25.4.1 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: (a) i. all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) ii. outstanding Annual Concession Fee; (d) iii. Fee/revenue in respect of the 17 rooms for the Authority, the Project, including the proceeds of any rentals, deposits or capital receipts iv. all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expensesv. cost of repair and restoration of damages to the Project on account of a Non- Political Event; (f) vi. all outstanding debt and interest thereon; vii. retention and payments relating to the liability for defects and deficiencies set forth in Article 3522.6; (g) outstanding Debt Service including the balance of Debt Dueviii. incurred or accrued O&M Expenses; (h) outstanding Subordinated Debt; (i) ix. any other payments required to be made under this Agreement; and (j) x. balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause (ji) of this Clause 27.4.1 Clause 25.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 23. 27.4.2 25.4.2 The provisions of this Article 27 25 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 25.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 5590% (fifty five per centninety percent) of the Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire, including [Premium and ] repayment of Revenue Shortfall Loan; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35;39. (gf) outstanding Outstanding Debt Service including the balance of Debt Due; (g) outstanding subordinated Debt; (h) outstanding Subordinated Debtincurred or accrued O&M expenses; (i) any other payments required to be made under this Agreement; and (j) balance, balance if any, any in accordance with the instructions of the Concessionaire: Provided that no appropriations appropriation shall be made under Sub-clause (j) of this Clause 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority MPRDC under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions instruction contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 32.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectXXX Ropeway; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated DebtDebt if required to be as per the terms of this Agreement; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire, including {Premium}; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3543; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debtincurred or accrued O&M Expenses; (ih) any other payments required to be made under this Agreement; and (ji) balance, if any, in accordance with the instructions of the Concessionaire: : (j) outstanding Subordinated Debt; Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 Clause 32.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4Article 42. 27.4.2 32.4.2 The provisions of this Article 27 32 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 32.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the ProjectConcessionaire; (b) 5590% (fifty five per centninety percent) of the Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority MPRDC as due and payable to it by the Concessionaire, including Premium; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (g) outstanding subordinated Debt; (h) outstanding Subordinated Debtincurred or accrued O&M expenses; (i) any Any other payments required to be made under this Agreement; and (j) balance, balance if any, any in accordance with the instructions of the Concessionaire: Provided that no appropriations appropriation shall be made under Sub-clause (j) of this Clause 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority MPRDC under the provisions of Clause 34.4Article 38. 27.4.2 The 31.4.2 the provisions of this Article 27 31 and the instructions instruction contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 31.4.1 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: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 5590% (fifty five ninety per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Feefee, if any; (d) 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; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 3539; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) 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 27.4.1 31.4.1 until a Vesting Certificate has been issued by the Authority MOPIT under the provisions of Clause 34.4Article 38. 27.4.2 31.4.2 The provisions of this Article 27 31 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 31.4.1 have been discharged.

Withdrawals upon Termination. 27.4.1 (i) Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account including amounts credited to the Escrow Account towards compensation payable in accordance with Article 17 of the Concession Agreement; shall, upon Termination, be appropriated in the following order: (a) all taxes Taxes due and payable by the Concessionaire for and in respect of the ProjectResort; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated DebtOutstanding Concession Fee; (c) outstanding Annual Concession Fee; (d) all payments due and payable under this Agreement and/or Damages certified by the Authority as due and payable to it by the Concessionaire; (ed) incurred or accrued O&M Expenses90% (ninety per cent) of Debt Due less Insurance Cover, excluding Subordinated Debt; (fe) retention and payments relating to the liability for defects and deficiencies set forth in Article 35deficiencies; (gf) outstanding Debt Service including the balance of Debt Due; (hg) outstanding Subordinated Debt; (h) incurred or accrued O&M Expenses; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: . Provided that no appropriations shall be made under Sub-clause Article (ji) of this Clause 27.4.1 Article 9.6 until a Vesting Certificate has been issued by the Concessioning Authority under the provisions of Clause 34.4Article 18. 27.4.2 (ii) The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 Article 9.6 (b) (i) have been discharged. .