25F - AGMT - 605-611 EAST WASHINGTON ST LOAN

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602.4 Representations and Warranties. The representations and warranties of Developer contained in this Agreement and the other Project Documents shall be correct as of the date of the disbursement as though made on and as of that date. 602.5 No Default. No Event of Default by Developer shall remain uncured (unless, to the extent permitted under this Agreement, Developer is diligently taking action to cure such default) and no event shall have occurred which, with the giving of notice or the passage of time or both, would constitute an Event of Default by Developer. 603. Final Disbursement. Agency/City's obligation to disburse the Retainage pursuant to Section 611 is subject to the satisfaction of the following additional Conditions Precedent: 603.1 Construction Complete. The construction of the Improvements including all on-site and off-site improvements and all landscaping shall be complete, as reasonable determined by the Executive Director. 603.2 Certificate of Occupancy Issued. Any portion of the construction work requiring inspection or certification by any Governmental Authority shall have been inspected and certified as complete. Developer shall request that the City Building Department issue a Certificate of Occupancy, a copy of which shall be delivered to the Executive Director, in order for final disbursement to occur. 603.3 Lien Free. At least one of the following shall have occurred: (a) Thirty-five (35) days shall have passed since the recording of a valid notice of completion for the construction of the final Improvements to be constructed, and no mechanic's or material man's lien shall be outstanding; or (b) Ninety-five (95) days shall have passed since actual completion of the construction of all required Improvements, and no mechanic's or materialman's lien shall be outstanding; or (c) Developer shall have bonded over any mechanic's or materialmen's lien affecting the Property, to Agency/City's reasonable satisfaction. 604. Disbursement Procedures for Loan(s). The Loan proceeds shall be disbursed to finance the construction of the Project. Subject to Section 604. 1, the Loan proceeds shall not be used for any purpose other than for construction related costs, including Developer fee and soft costs related to development of the Project, all in accordance with the approved Project Budget, with such costs all subject to Agency/City's prior review. All disbursements shall be made as reimbursements to Developer for costs actually and reasonably incurred by Developer for the construction of the Improvements in accordance with the Project Budget, based on detailed invoices and/or bills received from the General Contractor, materials suppliers, consultants and subcontractors that have performed work on the Project. Developer and Agency/City shall agree on a draw request schedule to ensure that the Agency/City is provided with frequent updates regarding the status of the construction of the Improvements, the status of expenditures in accordance with the Project Budget, and the status of invoices submitted by and payments to the General Contractor, suppliers, consultants, and subcontractors performing work at the Project. 24 25F-30