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otherwise reasonably required by City, Successor Agency, or the Construction Lender in order to provide information for evaluating the requested disbursement pursuant to customary construction lending practices of institutional lenders in Southern California. City, Successor Agency, and the Construction Lender shall notify the others and Vista Del Rio of approval or disapproval of each Draw Request within five (5) business days after receipt of the Draw Request, using the Bank's "Disbursement/Change Order Approval Notice ". City, Successor Agency, and the Construction Lender shall have the right, but not the obligation, to discontinue processing Draw Requests unless and until receipt of notification from the other of approval or disapproval of each outstanding Draw Request. 6.9 Manner of Disbursement. City and Successor Agency may make any disbursement by check payable to Vista Del Rio; or on a voucher basis; or by check payable jointly to Vista Del Rio and any contractor, subcontractor or other claimant; or directly to any such claimant; or by any other means reasonably selected by City, or Successor Agency, as applicable. 6.10 Cost Overruns. In the event that, at any time and for any reason, (a) the actual cost reasonably estimated by City, Successor Agency, or Vista Del Rio to be required to complete all hatters included in any line item by $10,000.00 in the Project Budget exceeds the amount allocated to that line item in the Project Budget, (b) Construction costs for any matters not covered by a specific line item have been or will be incurred in excess of $10,000.00, or (c) the undisbursed portion of the proceeds of the Loans is or may be insufficient to pay all Construction costs that may be payable under the Loan Documents or otherwise in connection with the Construction, Vista Del Rio shall, within ten (10) days after it receives written notice thereof from City or Successor Agency of any of the foregoing matters, do one or more of the following: (a) provide satisfactory evidence to City and /or Successor Agency that Vista Del Rio has previously paid such excess or otherwise provided for such insufficiency (collectively, the "Excess Cost") with funds from a source other than the Loans; (b) reallocate sufficient funds to pay the Excess Cost from funds allocated to "Contingency" in the Project Budget; provided, however, that the Executive Directors' reasonable consent to any such reallocation shall be required; or (c) deposit an amount equal to the Excess Cost in a non - interest bearing account (the "Overrun Account ") with the Construction Lender from which withdrawals may be made only with the consent of the Executive Directors but which will be exhausted prior to any further disbursement for any line item, so that any resulting surplus in any line item of the Project Budget will then be reallocated to the line item(s) in which the Excess Costs are expected to be incurred. Neither Successor Agency nor City shall have any obligation to make further disbursements until Vista Del Rio has paid or otherwise provided for the overrun as required above. Amounts deposited by Vista Del Rio in the Overrun Account for any Excess Costs shall be disbursed by the Construction Lender prior to the disbursement of any remaining proceeds of the Loans. 6.11 Cost Savings. Upon completion of and disbursement for all matters covered by any line items in the Project Budget, any remaining undisbursed amounts allocated to that line item shall be reallocated to "Contingency" and thereafter be available for disbursement in accordance with the terms of this Agreement. 16 DOC SOC/ 1475221 v 10/200272 -0004