05 - JOINT PH - Vista Del Rio DDA

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(d) Documents Recorded. This Loan Agreement, the Grant Deed, the Deeds of Trust and the Affordability Restrictions on Transfer of Property shall have been recorded in the Official Records of the County. (e) Request for Notice. For the benefit of City and Agency, Escrow Holder shall have recorded a request for notice of default of the Senior Loan (the "Request for Notice of Default"). (f) Insurance. City shall have received evidence satisfactory to the City Attorney and/or Rislc Manager that all of the policies of insurance required by Section 19 of this Agreement are in full force and effect. (g) Representations and Warranties. The representations and warranties of Vista Del Rio contained in this Agreement and the other Loan Documents shall be correct as of the Close of Escrow as though made on and as of that date, and if requested by the Executive Directors, City and Agency shall have received a certificate to that effect signed by Vista Del Rio's Representative. (h) No Default. No Event of Default by Vista Del Rio shall have occurred, 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 Vista Del Rio under this Agreement, and if requested by the Executive Director, City shall have received a certificate to that effect signed by Vista Del Rio's Representative. 6.2 Disbursement Procedures for Loans. The Loan proceeds shall be disbursed to finance the construction of the Project. To the extent practicable, taking into consideration all HOME Regulations relating to the application of City/HOME Loan proceeds to the construction of HOME Units, Agency Loan and City/HOME Loan proceeds shall be disbursed on a pro-rata basis (based on the relative principal amounts of the Loans and the proportionate principal amount of the Loans in comparison to the total, cumulative sources of funding and financing for the Project). The Loan proceeds shall not be used for any purpose other than for development related costs incurred by Vista Del Rio, including developer's fee and soft costs related to development of the Project, all in accordance with the approved Project Budget, with such costs all subject to the prior review by the Executive Directors. All disbursements shall be made as reimbursements to Vista Del Rio for costs actually and reasonably incurred by Vista Del Rio 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. No portion of the Loans shall be disbursed prior to the Close of Escrow. Subject to satisfaction of all Conditions Precedent set forth herein, proceeds of the Loans maybe disbursed to Vista Del Rio to reimburse Vista Del Rio for Construction costs incurred prior to the Close of Escrow; provided that proceeds of the Loans shall only be used to pay a proportionate share ofpre-closing Construction costs, based on the initial principal amount of the Loans compared to the total, cumulative sources of funding and financing for the Project (i.e. the Loans shall only be disbursed to pay a pro-rata portion of Construction costs, as described above). Vista Del Rio, Agency and City shall agree on a draw request schedule to ensure that the Agency and City are 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. 13 DOCS 0 C/ 1475221 v5/200272-0004