Common use of Advance Procedures Clause in Contracts

Advance Procedures. (a) Advances shall not be made (or requested to be made): (i) more often than once per calendar month; or (ii) during the period falling ten (10) Business Days prior to any Interest Payment Date, provided that an Advance may be made on an Interest Payment Date. (b) Each Advance under the JBIC Facility shall be in a minimum amount of USD100,000 (unless the requested Advance is for the entire undrawn JBIC Commitment, in which case there shall be no such minimum amount requirement). (c) No Advance shall be made after the Availability Period and any part of the JBIC Commitment remaining undrawn: (i) on the last day of the Availability Period; or (ii) if no Advance has been made under this Agreement by the date falling (6) months after the date of this Agreement, on such date, will be automatically cancelled. (d) In connection with each requested Advance under this Agreement, the JBIC Facility Agent shall, promptly upon receipt of any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof to JBIC. (e) If JBIC determines that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the First Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent of the results of such determination. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC shall have no obligation in respect of the First Advance until the JBIC Facility Agent, acting in accordance with the instructions of JBIC, shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfied, or (ii) if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) has not been satisfied, JBIC has waived such condition precedent. (f) If JBIC determines that any applicable condition precedent is not satisfied, it shall inform the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results of such determination. (g) The obligation of JBIC to participate in any Advance (including the First Advance) is subject to the additional condition that, on both the date of the Drawdown Notice and the date of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case of the First Advance only) and Section 6.2 (Conditions Precedent to all Advances) have been and remain satisfied. (h) The JBIC Facility Agent shall retain copies of all documentation relating to each disbursed Advance for at least one (1) year after the expiry of the Availability Period and shall provide JBIC with such copies if JBIC shall so request.

Advance Procedures. (a) Advances shall not be made (or requested to be made): (i) more often than once per calendar month; orThe Initial Advances shall be made by Lender upon execution of this Agreement and satisfaction of the other conditions set forth in Section 8 hereof and the Deferred Initial Advances shall be made by Lender within three (3) Business Days after completion of each transfer of a Deferred Entertainment Investment, as applicable. All Advances pursuant to this Section 2(b)(i) shall be made by wire transfer to Account Number 7▇▇-▇▇▇-▇▇▇ maintained by S▇▇ Tour II (USA) Inc. with HSBC Bank USA, O▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Attn.: Bernadice S▇▇▇▇, ABA Number 021 001 088. (ii) On or about the first day of each calendar quarter, commencing with respect to the calendar quarter beginning July 1, 2006, the Lender and each Borrower shall meet to determine the anticipated cash needs for each Borrower during such calendar quarter and the period falling ten amount of payments hereunder such Borrower is expected to make during such calendar quarter. Lender and each Borrower shall determine (10A) the amount of cash or cash equivalents held by such Borrower on the first day of such calendar quarter, (B) the amount of revenues and other cash expected to be received by such Borrower during such calendar quarter and (C) the expected cash outlays for such Borrower during such calendar quarter. Based upon such determinations, Lender and each Borrower shall agree in writing to the amount, if any, of Advances expected to be required by such Borrower during such calendar quarter and/or the amount, if any, of repayments of Advances (and interest thereon) expected to be made by such Borrower on or prior to the last day of such calendar quarter. If any Borrower fails to meet with Lender to make such determinations, Lender shall have the right to make such determinations, based upon the information then available to it, and such determinations shall be fully binding on the Borrowers as if the Borrowers had agreed to them specifically. Within three (3) Business Days after such agreement is reached between Lender and such Borrower, if the decision is that such Borrower requires an Advance during such calendar quarter, Lender shall make an Advance in the required amount to such Borrower. If such Approved Project Budget has not previously been delivered to Lender, prior to an Advance with respect to a Project, the applicable Borrower shall provide Lender with a copy of the budget for such Project, approved by the Board of Directors of the applicable Borrower (such budget, as it may be updated at any time prior to the Termination Date, with the approval of such Board of Directors, and delivered to Lender, is referred to herein as the “Approved Project Budget”). (iii) Except as provided in Section 2(b)(iv) below, any Borrower may request from Lender additional Advances, so long as such Advance is for a Permitted Purpose and such Borrower is otherwise entitled thereto, by delivering to Lender a Request for Additional Advance in the form attached as Exhibit “A” hereto, at least three (3) Business Days prior to any Interest Payment Datethe date such Advance is desired. If such Approved Project Budget has not previously been delivered to Lender, provided that an the first Request for Advance may be made on an Interest Payment Datewith respect to a Project shall contain a copy of the Approved Project Budget for such Project. (biv) Each Advance under After the JBIC Facility Ordinary Expiration Date, Lender shall not be required to make any Advances hereunder other than Advances with respect to Pre-Expiration Projects. In no event shall Lender be required to advance pursuant to this Section 2(b)(iv), with respect to any Pre-Expiration Projects, more than the budgeted amount set forth in a minimum amount of USD100,000 (unless the requested Advance is Approved Project Budget for the entire undrawn JBIC Commitment, in which case there shall be no such minimum amount requirement)Pre-Expiration Project. (cv) No Each Request for Advance shall constitute a representation and warranty by the Borrowers that all representations and warranties set forth in this Agreement are true and correct as of the date of such Request for Advance. Streisand Letter of Credit Advances will be made after by Lender to itself, and Future Permitted Music Tour Letter of Credit Advances will be made to the Availability Period and any part Issuing Bank of the JBIC Commitment remaining undrawn: (i) applicable Future Permitted Music Tour Letter of Credit, or to Lender if Lender has previously reimbursed the applicable Issuing Bank for a draw under a Future Permitted Music Tour Letter of Credit. If, on the last day of date any other Advance is desired, the Availability Period; or (ii) if no Advance has been made under this Agreement by the date falling (6) months after the date Borrowers are in compliance with all material requirements of this Agreement, on Lender shall make such dateAdvance by wire transfer to the appropriate payee (pursuant to wire transfer instructions included within the applicable Request for Advance), will be automatically cancelled. (d) In connection with each requested or deposit the amount of such Advance under this Agreement, the JBIC Facility Agent shall, promptly upon receipt of any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof to JBIC. (e) If JBIC determines that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility Agent into an account of the reasons for such determination and the proposed course of action in respect of the First Advancerequesting Borrower. At the direction of JBIC, the JBIC Facility Agent Each Advance made by wire transfer shall notify the Intercreditor Agent of the results of such determination. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC shall have no obligation in respect of the First Advance until the JBIC Facility Agent, acting in accordance with the instructions of JBIC, shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfied, or (ii) if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) has not been satisfied, JBIC has waived such condition precedent. (f) If JBIC determines that any applicable condition precedent is not satisfied, it shall inform the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results of such determination. (g) The obligation of JBIC to participate in any Advance (including the First Advance) is subject to the additional condition that, on both bear interest from the date such wire transfer is made, and each Advance made by delivery into an account of the Drawdown Notice and a Borrower shall bear interest from the date of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case of the First Advance only) and Section 6.2 (Conditions Precedent to all Advances) have been and remain satisfiedsuch deposit is made into such account. (h) The JBIC Facility Agent shall retain copies of all documentation relating to each disbursed Advance for at least one (1) year after the expiry of the Availability Period and shall provide JBIC with such copies if JBIC shall so request.

Advance Procedures. (a) Advances shall not be made (or requested to be made): (i) more often than once per calendar month; or (ii) during On the period falling ten (10) Business Days prior to any Interest Payment Date immediately preceding the related Distribution Date, provided the Servicer shall determine whether and to what extent the Mortgagor has failed to make any payment of principal or any interest in respect of scheduled installments of principal and interest that an Advance may were due on the Payment Date and whether such deficiencies, if advanced by the Servicer, would be made on an Interest Payment Datea Nonrecoverable Advance. (b) Each On or before 2 p.m., Chicago time, on the Servicer Advance under Date, the JBIC Facility Servicer shall be make any required P&I Advance by depositing in a minimum the Certificate Account the amount, if any, by which the amount of USD100,000 (unless on deposit in the requested Debt Service Payment SubAccount on the Business Day immediately preceding the Servicer Advance Date is less than the Monthly Payment for the entire undrawn JBIC Commitmentrelated Payment Date less the portion of any such amount that the Servicer determines, in which case there shall be no such minimum amount requirement)its good faith judgment, would, if advanced, constitute a Nonrecoverable Advance. (c) No In the event that the Servicer fails to make a required P&I Advance shall be made after the Availability Period and any part of the JBIC Commitment remaining undrawn: (i) on or before 2 p.m., Chicago time, on the last day of Servicer Advance Date, the Availability Period; or (ii) if no Advance has been made under this Agreement by the date falling (6) months after the date of this AgreementTrustee shall on or before 4 p.m., Chicago time, on such dateServicer Advance Date provide to the Servicer, with a copy to the Fiscal Agent, by telecopy, written notice of such failure and the amount of such failure and that continuance of such failure until the close of business on such Business Day will be automatically cancelledan Event of Default. If the Servicer fails to make such P&I Advance by 4 p.m., Chicago time, on such Servicer Advance Date, the Trustee, as successor Servicer, shall deposit the amount of such P&I Advance in the Certificate Account by 6 p.m., Chicago time, on such Servicer Advance Date. The Trustee shall be entitled to reimbursement for such P&I Advance from the same sources as the Servicer would have been entitled to be reimbursed had the Servicer made such P&I Advance (and with priority over amounts then or thereafter reimbursable to the Servicer). If the Trustee fails to make such P&I Advance by 6 p.m., Chicago time, on such Servicer Advance Date, the Fiscal Agent shall make such P&I Advance on the immediately following Distribution Date before the Paying Agent is required to make distributions under Section 4.01 on such Distribution Date and, in such event, shall be entitled to the same reimbursement as the Trustee or Servicer. Notwithstanding the foregoing obligations of the Trustee and the Fiscal Agent to make any P&I Advance required to have been made by the Servicer but not so made, the Trustee and the Fiscal Agent shall have the same right as the Servicer under Sections 3.18(d) and 3.18(e) to determine that such P&I Advance, if made, would constitute, or any P&I Advance theretofore made constitutes, a Nonrecoverable Advance, and the right to refuse to make such a Nonrecoverable Advance and to reimbursement of any such Nonrecoverable Advance (to the extent made) with interest thereon at the Advance Rate. Upon making any P&I Advance, the provisions of Section 3.18(f)(iii) shall apply to the Trustee and the Fiscal Agent to the same extent as the Servicer. (d) In the event that the Servicer fails to fulfill its obligations hereunder to make any P&I Advances, the Trustee shall perform such obligations as provided in paragraph (c) above, and, with respect to any such P&I Advance made by the Trustee, the Trustee shall succeed to all of the Servicer's rights with respect to Advances hereunder, including, without limitation, the Servicer's rights of reimbursement and rights to make the determination that an Advance is a Nonrecoverable Advance, in accordance with the provisions of Section 3.18(d) and 3.18(e) hereof (without regard to any impairment of any such rights of reimbursement caused by such Servicer's default in its obligations hereunder); provided, however, that if Advances made by both the Trustee and the Servicer shall at any time be outstanding, or any amounts of interest thereon shall be accrued and unpaid, all amounts available to repay such Advances and interest hereunder shall be applied entirely to the Advances outstanding to the Trustee, until such Advances shall have been repaid in full, together with all amounts of interest accrued thereon, before any repayment to the Servicer. The Trustee shall be entitled to conclusively rely on any Officer's Certificate regarding a Nonrecoverable Advance in connection with each requested Advance under this Agreement, the JBIC Facility Agent shall, promptly upon receipt of making any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof to JBICAdvances hereunder. (e) If JBIC determines In the event that the Trustee fails to fulfill its obligations hereunder to make any applicable condition precedent is unsatisfied, it shall inform P&I Advances following the JBIC Facility Agent failure of the reasons for Servicer to make a P&I Advance, the Fiscal Agent shall perform such determination obligations within one Business Day following such failure by the Servicer and on the proposed course same day of action in such Trustee failure, and, with respect to any such P&I Advance made by the Fiscal Agent, the Fiscal Agent shall succeed to all of the First Advance. At the direction of JBICTrustee's rights with respect to any such P&I Advance hereunder, including, without limitation, the JBIC Facility Agent shall notify Trustee's rights of reimbursement and rights to make the Intercreditor Agent of the results of such determination. The Borrower may not deliver determination that an Advance is a Drawdown Notice in respect of the First Advance and JBIC shall have no obligation in respect of the First Advance until the JBIC Facility AgentNonrecoverable Advance, acting in accordance with the instructions provisions of JBIC, shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent Section 3.18(d) and the Borrower3.18(e) that (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfied, or (ii) if hereof. Upon making any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) has not been satisfied, JBIC has waived such condition precedent. (f) If JBIC determines that any applicable condition precedent is not satisfied, it shall inform the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results of such determination. (g) The obligation of JBIC to participate in any Advance (including the First Advance) is subject to the additional condition that, on both the date of the Drawdown Notice and the date of the P&I Advance, the conditions precedent referred provisions of Section 3.18(f) shall apply to in Section 6.1 (Conditions Precedent the Fiscal Agent to First Advance) (in the case of same extent as the First Advance only) and Section 6.2 (Conditions Precedent to all Advances) have been and remain satisfied. (h) Servicer. The JBIC Facility Fiscal Agent shall retain copies be entitled to conclusively rely on any Responsible Officer's Certificate regarding a Nonrecoverable Advance in connection with making any Advances hereunder. The making of all documentation relating a P&I Advance by the Fiscal Agent shall cure the Trustee's failure to each disbursed Advance for at least one (1) year after the expiry of the Availability Period and shall provide JBIC with make such copies if JBIC shall so requestadvance.

Advance Procedures. The Borrower may request an Advance hereunder by giving notice to the Administrative/Collateral Agent of a proposed Advance not later than 1:00 P.M., New York time, three Business Days prior to the proposed date of such Advance. Each such notice (aherein called an “Advance Request”) Advances shall not be made (or in the form of Exhibit A and shall include the date and amount of such proposed Advance and the Schedule of Contracts setting forth the information required therein with respect to the Contracts, if any, to be acquired by the Borrower on the date such Advance is requested to be made): (i) . No more often than once per calendar month; or (ii) during the period falling ten (10) Business Days prior to any Interest Payment Date, provided that an two Advance Requests may be made on an Interest Payment Date. (b) Each in any calendar week. Any Advance under Request given by the JBIC Facility Borrower pursuant to this Section 2.2 shall be in a minimum amount of USD100,000 (unless the requested Advance is for the entire undrawn JBIC Commitment, in which case there shall be no such minimum amount requirement). (c) No Advance shall be made after the Availability Period irrevocable and any part of the JBIC Commitment remaining undrawn: (i) binding on the last day of the Availability Period; or (ii) if no Advance has been made under this Agreement by the date falling (6) months after the date of this Agreement, on such date, will be automatically cancelled. (d) In connection with each requested Advance under this Agreement, the JBIC Facility Borrower. The Administrative/Collateral Agent shall, shall promptly upon receipt of any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof of each Advance Request received by it to JBIC. (e) If JBIC determines that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility each Agent of the reasons for such determination and the proposed course of action in respect of the First Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent of the results of such determinationeach Lender. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC Administrative/Collateral Agent shall have no obligation in respect to lend funds hereunder. Each Noncommitted Lender shall notify the Agent for its Lender Group by 10:00 a.m., New York City time, on the applicable requested date of Advance whether it has elected to make the Advance requested of it pursuant to the preceding paragraph. In the event that a Noncommitted Lender shall not have timely provided such notice, such Noncommitted Lender shall be deemed to have elected not to make such Advance. Such Agent shall notify each Committed Lender for such Noncommitted Lender on or prior to 11:00 a.m., New York City time, on the applicable requested date of Advance if such Noncommitted Lender has not elected to advance its entire Noncommitted Percentage of the First Advance until the JBIC Facility Agentrequested, acting in accordance with the instructions of JBIC, which notice shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that specify (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfiedidentity of such Noncommitted Lender, or (ii) if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) the portion of the Advance which such Noncommitted Lender has not been satisfiedelected to advance as provided above, JBIC has waived and (iii) the respective Adjusted Commitment Percentages of such condition precedent. Committed Lenders on such requested date of Advance (f) If JBIC determines that any applicable condition precedent is not satisfied, it shall inform the JBIC Facility as determined by such Agent of the reasons in good faith; for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results purposes of such determination. (g) The obligation of JBIC , such Agent shall be entitled to participate in any Advance (including rely conclusively on the First Advance) is subject most recent information provided by such Noncommitted Lender or its agent or by the agent for its Support Parties). Subject to receiving such notice and to the additional condition thatsatisfaction of the applicable conditions set forth in Article VI hereof, each of such Noncommitted Lender’s Committed Lenders shall make a loan on both the applicable requested date of the Drawdown Notice and the date Advance in an amount equal to its Adjusted Commitment Percentage of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case portion of the First Advance only) and Section 6.2 (Conditions Precedent which such Noncommitted Lender has not elected to all Advances) have been and remain satisfied. (h) The JBIC Facility Agent shall retain copies of all documentation relating advance, in an amount equal to each disbursed Advance for at least one (1) year after the expiry its share of the Availability Period and shall provide JBIC with such copies if JBIC shall Advance so requestloaned.

Advance Procedures. (a) Advances shall not be made (or requested to be made): (i) more often than once per calendar month; or (ii) during On the period falling ten (10) Business Days prior to any Interest Payment Closing Date, provided that the Bondholder shall make an Advance may be made on an Interest Payment Datein the amount of $6,172,689.86 from the Series 2022A2023A Bond and $0.00 from the Series 2022B2023B Bond (the "Closing Date Advances") to reimburse the Borrower for certain Costs of the Project and to pay certain costs relating to the issuance of the Series 20222023 Bonds. (b) Each The obligation of the Bondholder to make any Advance under (other than the JBIC Facility Closing Date Advances) shall be subject to satisfaction of the following conditions: (i) Receipt by the Bondholder and Pinnacle (so long as Pinnacle remains a participant in the Series 20222023 Bonds) of a minimum Requisition signed by a Borrower Representative and containing all information called for by, and otherwise being in the form of Exhibit C attached to this Agreement (a "Requisition"), which request shall be supported by invoices to be paid by such Advance and such other back-up documentation as the Bondholder or the Construction Consultant may request, including without limitation an identification of the line items in the Construction Budget to which the costs being paid by such Advance relate and the items listed on Exhibit E hereto. Such Requisition shall state (A) the payment of the Requisition will not result in an amount greater than 2% of USD100,000 the aggregate proceeds of the Series 20222023 Bonds being expended for Costs of Issuance; (unless B) the payment of the Requisition will not result in any of the proceeds of the Series 20222023 Bonds expended or to be expended under such Requisition and all prior Requisitions being used directly or indirectly in the trade or business carried on by a Related Person, or by any person who is not a "501(c)(3) corporation" within the meaning of Section 145 of the Code; and (C) the obligation stated on the Requisition is a proper charge and the obligation has not been the basis for a prior requisition that has been paid. The Bondholder will endeavor to fund the requested Advance is within five (5) Business Days after confirmation by the Bondholder that all the information required by this paragraph has been received and approved, and that the other conditions set forth in this Section 4.2(b) have been satisfied. (ii) No Event of Default exists, or any event which, upon Bondholder giving a notice of Default and ▇▇▇▇▇▇▇▇ fails to cure within the applicable time period, could become an Event of Default. (iii) The representations and warranties made in the Financing Instruments must be true and correct on and as of the date of each Advance except to the extent such representation or warranty applies specifically to a certain date. (iv) As of the date of making such Advance, no event shall have occurred, nor shall any condition exist, that could have a material adverse effect on the enforceability of the Financing Instruments, be materially adverse to the financial condition of Borrower, materially impair the ability of Borrower to fulfill the material obligations of Borrower under the Financing Instruments, or otherwise have any material adverse effect whatsoever on the Project. (v) As of the date of any such Requisition, the Borrower shall have caused the Bondholder to have received copies of all necessary governmental licenses, certificates, permits and approvals with respect to and for all work then completed. (vi) As of the entire date of making such Advance, the Bondholder shall have received an endorsement to the Title Policy bringing forward the effective date (and, if necessary, increasing the insurance coverage to an amount equal to the sum of all prior disbursements) without additional exceptions which have not been approved in writing by the Bondholder. (vii) Upon the Bondholder's request, the Construction Consultant shall have performed the review set forth in Section 4.3(b) below and shall have provided a certification to the Bondholder that sufficient availability remains under each applicable line item of the Construction Budget to support such Advance and that the undrawn JBIC Commitmentamounts of the Series 20222023 Bonds (taking into account the projected uses of such remaining amounts for other purposes) along with other available funds, are sufficient to pay the costs of completing the construction and equipping of Phase I. If the Construction Consultant or the Bondholder determines that the undrawn amounts of the Series 20222023 Bonds (taking into account the projected uses of such remaining amounts for other purposes) along with other available funds are not sufficient to pay the costs of completing the construction and equipping of Phase I, the Bondholder may require that the Borrower (1) pay such increased costs directly from its own funds prior to making any additional Advances under the Series 20222023 Bonds, or (2) deposit additional funds with the Bondholder sufficient to cover such increased costs, such funds to be held by the Bondholder and disbursed in which case there the same manner as an Advance pursuant to Section 4.2 of this Agreement prior to making any additional Advances under the Series 20222023 Bonds. (viii) If requested by the Bondholder, the Bondholder shall have received written acknowledgements from the Contractor and all subcontractors and materialmen dealing directly with the Borrower of payment and releases of liens and rights to claim liens through the date of the last preceding disbursement. (ix) If requested by the Bondholder, the Bondholder shall have received evidence that the then-completed portion of the Project, (x) to the extent required, has been duly inspected and approved by all governmental and regulatory authorities, and (b) complies with all applicable zoning ordinances, building codes and all other applicable federal, state, regional and local laws, rules, regulations and/or requirements. (x) If requested by the Bondholder, upon completion of the foundation for any portion of the Project and prior to the funding of any Advance for vertical improvements for such portion of the Project, the Bondholder shall have received a foundation survey in form and substance satisfactory to the Bondholder. (xi) The Borrower shall have paid all fees, charges and other expenses that are then due and payable under this Agreement. (xii) The Bondholder shall have received such other documentation, certificates and opinions as may be no such minimum amount requirement)reasonably required by the Bondholder. (c) No The Bondholder shall not be obligated to make the final Advance unless and until all of the conditions set forth in Section 4.2(b) above have been satisfied, and the Bondholder shall have received the following, each in form and substance satisfactory to the Bondholder: (i) All final permits issued by the appropriate governmental officials for the Project including, without limitation, a certificate of occupancy for the Project. (ii) Assurance satisfactory to the Bondholder that upon paying the following parties their final contract payments from the proceeds of the final Advance, final releases of mechanics' and materialmen's liens for the Project will be executed by the Contractor, the Architect, the Engineer, each subcontractor and materialman. (iii) If requested by the Bondholder, an "as-built" survey in form and substance satisfactory to the Bondholder. (iv) An endorsement to the Title Policy bringing forward the effective date (and, if necessary, increasing the insurance coverage to reflect the final principal amount of the Series 20222023 Bonds), deleting the mechanics' liens exception and insuring survey matters based upon final construction of the Project, and without additional exceptions which have not been approved in writing by the Bondholder. (v) Such other documentation, certificates and opinions as may be reasonably required by the Bondholder. (d) The final Advance shall be on or prior DecemberMay 31, 20242025 (the period between the Closing Date and such date being referred to as the "Draw Period"), and no Advance shall be made after the Availability Period and any part of the JBIC Commitment remaining undrawn: (i) on the last day of the Availability Period; or (ii) if no Advance has been made under this Agreement such date except as otherwise agreed by the date falling (6) months after the date of this Agreement, on such date, will be automatically cancelled. (d) In connection with each requested Advance under this Agreement, the JBIC Facility Agent shall, promptly upon receipt of any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received Bondholder in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof to JBICits sole discretion. (e) If JBIC determines The making of any Advance shall not constitute an acknowledgment by the Bondholder that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility Agent all of the reasons for conditions to such determination and the proposed course of action in respect of the First Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent of the results of such determination. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC shall have no obligation in respect of the First Advance until the JBIC Facility Agent, acting in accordance with the instructions of JBIC, shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfied. The Bondholder may waive any one or more of the requirements set forth herein as conditions precedent to an Advance or may make Advances but require that one or more of such conditions be satisfied at some future date or before the Bondholder makes any subsequent Advance. If the Borrower fails to satisfy any of such conditions within the period of time, or if any, specified by the Bondholder (ii) or, if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) has not been satisfiedno such period of time is specified, JBIC has waived within 30 days after the Advance is made), such condition precedentfailure shall, at the Bondholder's option, constitute an Event of Default. (f) If JBIC determines that any applicable condition all conditions precedent is not satisfied, it shall inform to the JBIC Facility Agent making of an Advance have been performed to the satisfaction of the reasons Bondholder, and the Bondholder has approved the request for such determination Advance, the Bondholder shall make such Advance by depositing funds in the Borrower's checking account or by disbursing funds in accordance with the applicable request. The proceeds of each Advance shall be applied solely and exclusively to payment, or reimbursement of the Borrower for payment, of Costs of the Project, and the proposed course of action in respect Borrower agrees at any time and from time to time, upon request of the requested Advance. At Bondholder, to exhibit to the direction Bondholder receipts, vouchers, statements, bills of JBIC, sale or other evidence satisfactory to the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) Bondholder of the results actual payment of such determinationCosts of the Project. (g) The obligation of JBIC to participate in any Advance (including Borrower shall notify the First Bondholder when it has requested the final Advance) is subject . If principal disbursements up to the additional condition that, on both the date maximum authorized amount of the Drawdown Notice Series 20222023 Bonds are not made, principal installments due on the Series 20222023 Bonds and corresponding payments under the date Series 20222023 Notes shall be reduced to reflect the aggregate amount of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case of the First Advance only) and Section 6.2 (Conditions Precedent to all Advances) have been and remain satisfiedprincipal actually advanced. (h) The JBIC Facility Agent Bondholder shall retain copies record on the Series 20222023 Bonds appropriate notations to evidence the date and amount of all documentation relating to each disbursed Advance for at least one (1) year after and the expiry date and amount of each payment of principal made by the Borrower with respect thereto; provided, however, that any failure of the Availability Period and Bondholder to make such a notation on the Series 20222023 Bonds or any error therein shall provide JBIC with such copies if JBIC shall so requestnot in any manner affect the obligation of the Borrower to repay the Series 20222023 Notes.

Advance Procedures. The Borrower may request an Advance hereunder by giving notice to the Administrative/Collateral Agent of a proposed Advance not later than 1:00 P.M., New York time, three Business Days prior to the proposed date of such Advance. Each such notice (aherein called an “Advance Request”) Advances shall not be made (or in the form of Exhibit A and shall include the date and amount of such proposed Advance and the Schedule of Contracts setting forth the information required therein with respect to the Contracts, if any, to be acquired by the Borrower on the date such Advance is requested to be made): (i) . No more often than once per calendar month; or (ii) during the period falling ten (10) Business Days prior to any Interest Payment Date, provided that an two Advance Requests may be made on an Interest Payment Date. (b) Each in any calendar week. Any Advance under Request given by the JBIC Facility Borrower pursuant to this Section 2.2 shall be in a minimum amount of USD100,000 (unless the requested Advance is for the entire undrawn JBIC Commitment, in which case there shall be no such minimum amount requirement). (c) No Advance shall be made after the Availability Period irrevocable and any part of the JBIC Commitment remaining undrawn: (i) binding on the last day of the Availability Period; or (ii) if no Advance has been made under this Agreement by the date falling (6) months after the date of this Agreement, on such date, will be automatically cancelled. (d) In connection with each requested Advance under this Agreement, the JBIC Facility Borrower. The Administrative/Collateral Agent shall, shall promptly upon receipt of any Drawdown Notice and any Conditions Precedent Documents required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof of each Advance Request received by it to JBIC. (e) If JBIC determines that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility each Agent of the reasons for such determination and the proposed course of action in respect of the First Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent of the results of such determinationeach Lender. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC Administrative/Collateral Agent shall have no obligation in respect to lend funds hereunder. Each Noncommitted Lender shall notify the Agent for its Lender Group by 10:00 a.m., New York City time, on the applicable requested date of Advance whether it has elected to make the Advance requested of it pursuant to the preceding paragraph. In the event that a Noncommitted Lender shall not have timely provided such notice, such Noncommitted Lender shall be deemed to have elected not to make such Advance. Such Agent shall notify each Committed Lender for such Noncommitted Lender on or prior to 11:00 a.m., New York City time, on the applicable requested date of Advance if such Noncommitted Lender has not elected to advance its entire Noncommitted Percentage of the First Advance until the JBIC Facility Agentrequested, acting in accordance with the instructions of JBIC, which notice shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that specify (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) have been satisfiedidentity of such Noncommitted Lender, or (ii) if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) the portion of the Advance which such Noncommitted Lender has not been satisfiedelected to advance as provided above, JBIC has waived and (iii) the respective Adjusted Commitment Percentages of such condition precedent. Committed Lenders on such requested date of Advance (f) If JBIC determines that any applicable condition precedent is not satisfied, it shall inform the JBIC Facility as determined by such Agent of the reasons in good faith; for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results purposes of such determination. (g) The obligation of JBIC , such Agent shall be entitled to participate in any Advance (including rely conclusively on the First Advance) is subject most recent information provided by such Noncommitted Lender or its agent or by the agent for its Support Parties). Subject to receiving such notice and to the additional condition thatsatisfaction of the applicable conditions set forth in Article VI hereof, each of such Noncommitted Lender’s Committed Lenders shall make a loan on both the applicable requested date of the Drawdown Notice and the date Advance in an amount equal to its Adjusted Commitment Percentage of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case portion of the First Advance only) and Section 6.2 (Conditions Precedent which such Noncommitted Lender has not elected to all Advances) have been and remain satisfied. (h) The JBIC Facility Agent shall retain copies of all documentation relating advance, in an amount equal to each disbursed Advance for at least one (1) year after the expiry its share of the Availability Period and shall provide JBIC with such copies if JBIC shall Advance so request.loaned. [**CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN PORTIONS OF THIS DOCUMENT]

Advance Procedures. The Company shall make advances under the Facility to Affiliates of the ARC Member based on the following criteria: (a) Advances Five (5) calendar days prior to the submission of the draw request by the Manager to the Members (the “Draw Request”), which form of Draw Request is set forth in Exhibit B, the Manager shall not be made submit to the Members an Investment Memorandum. This Investment Memorandum, together with accompanying analysis, shall describe: (or requested to be made): a) the amount of the Loan advance requested; (b) specific property information, including location, square footage, improvements; (c) summary of appraised value; (d) Purchase Price; (e) debt capitalization; (f) sources and uses; (g) market and demographic data; (h) tenant summary/credit evaluation; (i) more often than once per calendar monthproperty condition; or (iij) during title, survey and zoning matters; (i) environmental issues; and (l) other material matters pertaining to the period falling ten (10) Business Days prior to any Interest Payment Date, provided that an Advance may be made on an Interest Payment Dateproperty. (b) Each Advance under The Manager shall make a Draw Request in the JBIC form set forth as Exhibit B five (5) calendar days prior to the required funding date. The Draw Request shall specify the ARC Member Affiliate purchasing the property, and the Manager shall represent that the Facility shall fund only at closing when the Property has been acquired or post-closing after the Property has been acquired by the ARC Member Affiliate. The Draw Request shall specify the anticipated date upon which the transaction is to be funded and shall provide a representation that the Manager shall promptly advise the Members of any change, delay or adjournment of the transaction closing date. Each time the Manager makes a draw request, the Manager shall require that the ARC Member Affiliate shall submit a financial statement describing in a minimum amount detail the assets and liabilities of USD100,000 (unless the requested Advance is for the entire undrawn JBIC Commitment, in which case there such ARC Member Affiliate. Such financial statement shall be no subject to the review and approval of the Manager before such minimum amount requirement).draw request shall be funded (c) No Advance The Manager shall be made after represent to the Availability Period Company that the following conditions have been satisfied: (a) all information, books, records, rent rolls, lease reports, exhibits, representations, statements, and any part other matters and documentation have been reviewed and are acceptable; (b) satisfactory title insurance has been obtained through a title insurance company selected and engaged by the Company and acceptable to such Manager, at such ARC Member Affiliate’s expense (c) a survey of the JBIC Commitment remaining undrawn: (i) on property satisfactory to the last day of Manager and its counsel and the Availability Period; or (ii) if no Advance title company has been made under this Agreement by the date falling (6) months after the date of this Agreement, on such date, will be automatically cancelled. obtained; (d) In connection with each requested Advance under this Agreementsatisfactory casualty, the JBIC Facility Agent shallliability, promptly upon receipt of any Drawdown Notice rent loss and any Conditions Precedent Documents other required insurance coverage has been obtained in amounts and types and through providers as required under Section 6.1 (Conditions Precedent to First Advance) or otherwise received in relation to that Advance but not otherwise distributed to or received by JBIC, forward a copy thereof to JBIC. the Loan Agreement; (e) If JBIC determines that any applicable condition precedent is unsatisfied, it shall inform the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the First Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent of the results of such determination. The Borrower may not deliver a Drawdown Notice in respect of the First Advance and JBIC shall have no obligation in respect of the First Advance until the JBIC Facility Agent, acting in accordance with the instructions of JBIC, shall have notified the Intercreditor Agent (which shall have also notified the Covered Lenders Facility Agent and the Borrower) that (i) the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) satisfactory organizational documents have been satisfied, or (ii) if any condition precedent referred to in Section 6.1 (Conditions Precedent to First Advance) has not been satisfied, JBIC has waived such condition precedent. prepared which meet the Manager’s requirements for single purpose bankruptcy remote entities; (f) If JBIC determines that any applicable condition precedent is not satisfiedsatisfactory estoppels, it shall inform if any, have been delivered (including ground lessor and lease guarantor estoppels, as applicable) and, as applicable, subordination, non-disturbance and attornment agreements for all tenants as provided in the JBIC Facility Agent of the reasons for such determination and the proposed course of action in respect of the requested Advance. At the direction of JBIC, the JBIC Facility Agent shall notify the Intercreditor Agent (and request the Intercreditor Agent to so notify the Borrower) of the results of such determination. lease if applicable; (g) The obligation satisfactory opinion of JBIC to participate in any Advance (including the First Advance) is subject to the additional condition thatcounsel has been prepared, on both the date of the Drawdown Notice and the date of the Advance, the conditions precedent referred to in Section 6.1 (Conditions Precedent to First Advance) (in the case of the First Advance only) and Section 6.2 (Conditions Precedent to all Advances) have been and remain satisfied. (h) The JBIC Facility Agent shall retain copies of all documentation relating to each disbursed Advance for at least one (1) year after the expiry of the Availability Period and shall provide JBIC with should Manager deem such copies if JBIC shall so request.opinion necessary;]