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each contractor and subcontractor who has received any payment for work performed, and <br />(b) all other documents and information reasonably required by City. Disbursement <br />Requests shall be submitted no less than ten (10) Business Days prior to the date of the <br />requested disbursement, and shall not be submitted more often than monthly. <br />Prior to each disbursement by City of proceeds of the loan, Developer shall deliver to City <br />a draw request ("Draw Request"), and all required supporting information as set forth in <br />the Loan Documents or as otherwise reasonably required by City in order to provide <br />information for evaluating the requested disbursement pursuant to customary construction <br />lending practices of institutional lenders in Southern California. <br />City shall notify the Developer of approval or disapproval of each Draw Request within <br />five (5) Business Days after receipt of the Draw Request, using the City's <br />"Disbursement/Change Order Approval Notice". City shall have the right, but not the <br />obligation, to discontinue processing Draw Requests unless and until receipt of notification <br />from the other of approval or disapproval of each outstanding Draw Request. <br />6.9 Manner of Disbursement. City may make any disbursement by check payable to <br />Developer; or on a voucher basis; or by check payable jointly to Developer and any <br />contractor, subcontractor or other claimant; or directly to any such claimant; or by any <br />other means reasonably selected by City. <br />6.10 Cost Overruns. In the event that, at any time and for any reason, (a) the actual <br />cost reasonably estimated by City or Developer to be required to complete all matters <br />included in any line item in the Project Budget exceeds the amount allocated to that line <br />item in the Project Budget, (b) Project costs for any matters not covered by a specific line <br />item have been or will be incurred, or (c) the undisbursed portion of the Loan proceeds <br />together with any other available construction sources is or may be insufficient to pay all <br />construction of the Project that may be payable under the City Loan Documents or <br />otherwise in connection with the construction, Developer shall, within ten (10) days after <br />it receives written notice thereof from City of any of the foregoing matters, do one or more <br />of the following: <br />(a) provide satisfactory evidence to City that Developer has <br />previously paid such excess or otherwise provided for such insufficiency <br />(collectively, the "Excess Cost") with funds from a source other than the City Loan; <br />(b) reallocate sufficient funds to pay the Excess Cost from funds <br />allocated to "Contingency" in the Project Budget; provided, however, that the City <br />Project Manager's consent to any such reallocation shall be required; or <br />(c) deposit an amount equal to the Excess Cost in a non-interest bearing <br />account (the "Overrun Account") with City or Senior Lender from which <br />withdrawals may be made only with the consent of the City Project Manager or <br />Senior Lender but which will be exhausted prior to any further disbursement for <br />any line item, so that any resulting surplus in any line item of the Project Budget <br />will then be reallocated to the line item(s) in which the Excess Costs are expected <br />to be incurred. <br />