Common use of Draw Requests Clause in Contracts

Draw Requests. (a) AHF has designated AHP as its agent for the purpose of reviewing copies of requests for draws under the Project Loans and Capital Contributions to pay costs of rehabilitating the Apartment Complex ("Draws"). AHF has the right, exercisable from time to time as hereinafter provided, to appoint another person or entity as its agent for such purpose by delivering to the Partnership written notice of the appointment of a successor agent. The agent at any time serving as the agent of AHF hereunder shall hereinafter be called the "Agent." (b) Draws shall be requested as follows: (i) Not more than once a month and not less than 5 Business Days before the date on which the Partnership desires a Draw to be made, the Partnership shall deliver to the Agent the following documents (together, the "Draw Documents"): (A) an original Contractor's requisition for payment (the "Contractor's Requisition") in a form reasonably satisfactory to the Agent (American Institute of Architects standard form G-722 or G-702/G-703 shall be deemed satisfactory) certified by the architect for actual improvements in place and for materials securely stored on site through the date of that requisition; (B) an original Schedule of Values showing costs incurred in the various construction and soft cost categories, summarized in a format provided by the Agent, together with copies of invoices or other appropriate backup information required by AHF or the Agent; (C) a certification from the General Partner that as of the date of the Draw request neither the Partnership nor the General Partner are in default of any of their obligations under this Agreement or any Project Document, and the representations, warranties and covenants of the General Partner in this Agreement (including without limitation, in Article 4 and Section 6.18 of this Agreement) continue to be true and accurate; (D) a copy of an Owner's and ▇▇▇▇▇▇▇▇▇▇'s Affidavit acceptable to ▇▇▇ ▇▇▇▇ executed and acknowledged on behalf of the Contractor and the Partnership; (E) copies of the partial waiver of liens (subject to retainages) for current invoices and the unconditional waiver of liens for past invoices, of each subcontractor and material supplier, as to all work performed and materials purchased for which the immediately preceding Draw, if any, had been made, in form acceptable to the Title Company, and an accounting prepared by the Contractor of all payments made under the immediately preceding Draw; and (F) a copy of the project schedule, updated monthly, showing the progress of the work. (ii) The Agent shall have 5 Business Days after receiving the Draw Documents in which it has the right to object to the Draw on the basis that the Draw Documents are incomplete or inaccurate, or do not otherwise comply with the Project Documents or this Agreement. As soon as practical after receipt of such notice, the Partnership shall complete the Draw Documents, correct all inaccuracies and resubmit the Draw Documents for approval. If the Agent does not object to the Draw Documents within such five-day period, the Draw Documents shall be deemed approved. (iii) Upon approval of the Draw Documents, the Partnership shall have the examination of title to the Apartment Complex updated through the date of the Draw and have the Title Company deliver to the Partnership, with a copy to the Agent, endorsements issued by the Title Company to the Owner's Title Policy which (1) increase the coverage thereunder by the amount of the Draw, (2) update the date thereof through the date of the Draw and (3) report no exceptions for filed mechanics or materialmen's liens (or if such liens are reported, affirmatively insures the insured thereunder against loss or damage caused by such liens). Within five Business Days after the Agent receives copies of such endorsements, AHF shall authorize funding of the Draw by wire transfer to the Partnership.

Draw Requests. (a) AHF has designated AHP as its agent for Prior to an Advance, Borrower shall provide to Fund Control Agent and Lender each of the purpose of reviewing copies of requests for draws under items listed in the Project Loans Fund Control Agreement, together with any additional items reasonably requested by Lender or Fund Control Agent to analyze and Capital Contributions to pay costs of rehabilitating administer the Apartment Complex request ("Draws"collectively, the “Draw Package”). AHF has the right, exercisable Neither Lender nor Fund Control Agent shall be required to (i) honor a request for an Advance from time to time as hereinafter provided, to appoint another person or entity as its agent for such purpose by delivering to the Partnership a new Authorized Borrower Representative until it shall have received written notice thereof from Borrower (but may honor any such request for an Advance in its sole discretion), or (ii) be liable to Borrower for honoring any request for an Advance requested by an Authorized Borrower Representative until its actual receipt of the appointment of a successor agent. The agent at any time serving as the agent of AHF hereunder shall hereinafter be called the "Agentwritten notice from Borrower that such Authorized Borrower Representative is no longer authorized to make such requests." (b) Draws shall be requested as follows: (i) Not more than once a month and not less than 5 Business Days before the date on which the Partnership desires a Draw to be made, the Partnership shall deliver to the Agent the following documents (together, the "Draw Documents"): (A) Each request for an original Contractor's requisition for payment (the "Contractor's Requisition") in a form reasonably satisfactory to the Agent (American Institute of Architects standard form G-722 or G-702/G-703 Advance shall be deemed satisfactory) certified by the architect for actual improvements in place and for materials securely stored on site through the date of that requisition; (B) an original Schedule of Values showing costs incurred in the various construction and soft cost categories, summarized in a format provided by the Agent, together with copies of invoices or other appropriate backup information required by AHF or the Agent; (C) a certification from the General Partner that by Borrower that, as of the date of such request, (i) all of each Loan Party’s representations and warranties herein and in the Draw request neither other Loan Documents are true, complete and correct; (ii) the Partnership nor the General Partner Loan Parties are in default of any compliance with all of their respective covenants, duties and obligations under this Agreement and under the Loan Documents; (iii) such Advance is being used solely for the purposes set forth in Section 2.6.4 and relates to work actually performed, and materials and equipment actually incorporated into, the Improvements, (iv) there is no event of condition that, with the passing of time, notice, or both, is or would be an Event of Default, (v) the Draw Package is true, complete, and accurate, and (vi) any Project Documentsuch Advance shall be secured by the Collateral, provided that Lender or Fund Control Agent may, in Lender’s sole discretion, honor any such request for an Advance notwithstanding Borrower’s breach of any of the foregoing, and the representations, warranties and covenants making of the General Partner in this Agreement (including without limitation, in Article 4 and Section 6.18 of this Agreement) continue to be true and accurate; (D) a copy of an Owner's and ▇▇▇▇▇▇▇▇▇▇'s Affidavit acceptable to ▇▇▇ ▇▇▇▇ executed and acknowledged on behalf of the Contractor and the Partnership; (E) copies of the partial waiver of liens (subject to retainages) for current invoices and the unconditional waiver of liens for past invoices, of each subcontractor and material supplier, as to all work performed and materials purchased for which the immediately preceding Draw, if any, had been made, in form acceptable to the Title Company, and an accounting prepared by the Contractor of all payments made under the immediately preceding Draw; and (F) a copy of the project schedule, updated monthly, showing the progress of the work. (ii) The Agent any such Advance shall have 5 Business Days after receiving the Draw Documents in which it has the right to object to the Draw on the basis that the Draw Documents are incomplete or inaccurate, or do not otherwise comply with the Project Documents or this Agreement. As soon as practical after receipt of such notice, the Partnership shall complete the Draw Documents, correct all inaccuracies and resubmit the Draw Documents for approval. If the Agent does not object to the Draw Documents within such five-day period, the Draw Documents shall be deemed approveda waiver or consent to such breach. (iii) Upon approval of the Draw Documents, the Partnership shall have the examination of title to the Apartment Complex updated through the date of the Draw and have the Title Company deliver to the Partnership, with a copy to the Agent, endorsements issued by the Title Company to the Owner's Title Policy which (1) increase the coverage thereunder by the amount of the Draw, (2) update the date thereof through the date of the Draw and (3) report no exceptions for filed mechanics or materialmen's liens (or if such liens are reported, affirmatively insures the insured thereunder against loss or damage caused by such liens). Within five Business Days after the Agent receives copies of such endorsements, AHF shall authorize funding of the Draw by wire transfer to the Partnership.

Draw Requests. (a) AHF So long as no Default shall exist and subject to all other terms, covenants, conditions and agreements of this Agreement, Lender shall make Advances for Improvements pursuant to the Budget, to the extent that funds are available for those purposes and so long as Borrower has designated AHP as its agent paid for any and all costs in excess of the amount to be funded pursuant to Advances of the Loan in accordance with the Budget, subject to the other terms, covenants, conditions and agreements of this Agreement. Advances for Improvements shall be made not more frequently than monthly based on draw requests signed by an Authorized Signer in the form of Schedule 3 or in another form approved by Lender. If required by Lender, a draw request for Improvements shall be set forth on AIA Forms G702 and G703 or another form approved by Lender, and shall be accompanied by (i) evidence satisfactory to Lender that the Improvements or such portion of them for which Loan proceeds are being requested have been completed in a good and workmanlike manner (including, if required by Lender, site access to Lender and a Construction Consultant specified by Lender for the purpose of reviewing copies of requests making a property), (ii) invoices, receipts or other evidence satisfactory to Lender verifying the costs for draws under which Loan proceeds are being requested, (iii) if required by Lender, affidavits, and/or releases from all parties who furnished materials and/or services in connection with the Project Loans and Capital Contributions to pay costs of rehabilitating the Apartment Complex ("Draws"). AHF has the right, exercisable from time to time as hereinafter provided, to appoint another person or entity as its agent for such purpose by delivering to the Partnership written notice of the appointment of a successor agent. The agent at any time serving as the agent of AHF hereunder shall hereinafter be called the "Agentrequested payment." (b) Draws Each draw request and each receipt of the funds requested thereby shall be requested as follows: constitute an affirmation that (i) Not more than once a month and not less than 5 Business Days before the date on which the Partnership desires a Draw work completed to be made, the Partnership shall deliver to the Agent the following documents (together, the "Draw Documents"): (A) an original Contractor's requisition for payment (the "Contractor's Requisition") in a form reasonably satisfactory to the Agent (American Institute of Architects standard form G-722 or G-702/G-703 shall be deemed satisfactory) certified by the architect for actual improvements in place and for materials securely stored on site through the date of that requisition; (B) an original Schedule of Values showing costs incurred in the various construction and soft cost categories, summarized in a format provided by the Agent, together with copies of invoices or other appropriate backup information required by AHF or the Agent; (C) a certification from the General Partner that as of the date of the Draw draw request neither is of quality and in all other respects consistent with the Partnership nor the General Partner are in default of any of their obligations under this Agreement or any Project Documenttenant improvement plans and specifications, and the representations, warranties and covenants of the General Partner in this Agreement (including without limitation, in Article 4 and Section 6.18 of this Agreement) continue to be true and accurate; (D) a copy of an Owner's and ▇▇▇▇▇▇▇▇▇▇'s Affidavit acceptable to ▇▇▇ ▇▇▇▇ executed and acknowledged on behalf of the Contractor and the Partnership; (E) copies of the partial waiver of liens (subject to retainages) for current invoices and the unconditional waiver of liens for past invoices, of each subcontractor and material supplier, as to all work performed and materials purchased for which the immediately preceding Draw, if any, had been made, in form acceptable to the Title Company, and an accounting prepared by the Contractor of all payments made under the immediately preceding Draw; and (F) a copy of the project schedule, updated monthly, showing the progress of the work. (ii) The Agent shall have 5 Business Days after receiving if applicable, construction of the Draw Documents Improvements is proceeding in which it has the right to object to the Draw on the basis that the Draw Documents are incomplete or inaccurate, or do not otherwise comply accordance with the Budget and Project Documents or this Agreement. As soon as practical after receipt of such notice, the Partnership shall complete the Draw Documents, correct all inaccuracies and resubmit the Draw Documents for approval. If the Agent does not object to the Draw Documents within such five-day period, the Draw Documents shall be deemed approvedSchedule. (iii) Upon approval of the Draw Documents, the Partnership shall have the examination of title to the Apartment Complex updated through the date of the Draw and have the Title Company deliver to the Partnership, with a copy to the Agent, endorsements issued by the Title Company to the Owner's Title Policy which (1) increase the coverage thereunder by the amount of the Draw, (2) update the date thereof through the date of the Draw and (3) report no exceptions for filed mechanics or materialmen's liens (or if such liens are reported, affirmatively insures the insured thereunder against loss or damage caused by such liens). Within five Business Days after the Agent receives copies of such endorsements, AHF shall authorize funding of the Draw by wire transfer to the Partnership.

Draw Requests. Prior to making any payment to the Contractor or to any other third party manufacturer, vendor, supplier, or governmental authority or utility retained by Landlord, for any other amount to be incurred by Landlord in connection with the construction of the Tenant Improvements (each, a "Progress Payment"), (a) AHF has designated AHP as its agent for the purpose of reviewing Tenant's Representative shall have received complete copies of requests all of the fully-executed subcontracts and material supplier contracts that are not included in the Construction Contract, as previously approved by Tenant in accordance with Section 4.3.2 of this Tenant Work Letter, for draws under all of the Project Loans and Capital Contributions to pay costs of rehabilitating the Apartment Complex Landlord's Agents ("Draws"). AHF has the right, exercisable from time to time as hereinafter provideddefined) included as payees in the applicable Draw Request (as hereinafter defined), each of which shall be in the form approved by Tenant in advance in accordance with this Tenant Work Letter, and copies of all fully-executed Tenant Change Orders (as hereinafter defined) associated therewith, if any (which shall cover all work for which Landlord seeks to appoint another person or entity as its agent for such purpose by delivering make payment pursuant to the Partnership written notice of the appointment of a successor agent. The agent at any time serving as the agent of AHF hereunder shall hereinafter applicable Draw Request, provided that each contract and Change Order need be called the "Agent." submitted only once for each such payee), and (b) Draws Tenant’s Representative shall be requested as follows: have received and approved the Landlord's written request for approval of the proposed Progress Payment amount (each, a “Draw Request”), which Draw Request shall include the following items: (i) Not more than once a month and not less than 5 Business Days before the date on which the Partnership desires a Draw to be made, the Partnership shall deliver to the Agent the following documents (together, the "Draw Documents"): (A) an original Contractor's requisition request for payment (of the "Contractor's Requisition") Contractor in a form reasonably satisfactory similar to the Agent (American Institute AIA G702 payment application request, showing the schedule, by trade, of Architects standard form G-722 or G-702/G-703 shall be deemed satisfactory) certified by percentage of completion of the architect for actual improvements in place Tenant Improvements, and for materials securely stored on site through detailing the date portion of that requisition; (B) an original Schedule of Values showing costs incurred in Tenant Improvements completed and the various construction and soft cost categories, summarized in a format provided by the Agent, together with copies of invoices or other appropriate backup information required by AHF or the Agent; (C) a certification from the General Partner that portion not completed as of the date of the such Draw request neither the Partnership nor the General Partner are in default of any of their obligations under this Agreement or any Project Document, and the representations, warranties and covenants of the General Partner in this Agreement (including without limitation, in Article 4 and Section 6.18 of this Agreement) continue to be true and accurate; (D) a copy of an Owner's and ▇▇▇▇▇▇▇▇▇▇'s Affidavit acceptable to ▇▇▇ ▇▇▇▇ executed and acknowledged on behalf of the Contractor and the Partnership; (E) copies of the partial waiver of liens (subject to retainages) for current invoices and the unconditional waiver of liens for past invoices, of each subcontractor and material supplier, as to all work performed and materials purchased for which the immediately preceding Draw, if any, had been made, in form acceptable to the Title Company, and an accounting prepared by the Contractor of all payments made under the immediately preceding DrawRequest; and (F) a copy of the project schedule, updated monthly, showing the progress of the work. (ii) The invoices from all other "Landlord's Agents" as defined below, for labor rendered and materials delivered to the Premises; (iii) executed mechanic's lien releases from all of Landlord's Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Sections 8132, 8134, 8136 and 8138 (with unconditional lien waivers from all of the Landlord's Agents for whom payments were requested pursuant to the previous Draw Request in the amounts reasonably approved by Tenant for payment to such Landlord's Agents pursuant thereto, as such amount may be reduced by a retention not to exceed ten percent (10%) of the amount reasonably approved by Tenant for payment); and (iv) a certificate from the Architect certifying the requisite percentage of completion of such work has been completed. Notwithstanding the foregoing, if Landlord has paid any portion of the Tenant Improvement Allowance to any of the Landlord's Agents, but pursuant to any unresolved dispute between Landlord and such Landlord's Agent, such Landlord's Agent shall have 5 Business Days after receiving fail to deliver an unconditional lien waiver, then as long as Landlord provides reasonably satisfactory evidence to Tenant's Representative that the amount included in such unconditional lien waiver has been paid to such Landlord's Agent, then Tenant's Representative shall not withhold approval of any ensuing Draw Documents in which it has the right to object to the Draw Request on the basis of such missing unconditional lien waiver otherwise satisfying the foregoing requirements; provided, however, that the Draw Documents are incomplete or inaccurate, or do foregoing shall not otherwise comply make Tenant liable for any disputed amount in excess of the amount approved by Tenant for payment in accordance with the Project Documents or this AgreementDraw Request submitted by landlord in connection with such disputed amount. As soon as practical after receipt of such noticeThe Contractor and all subcontractors and, the Partnership shall complete the Draw Documents, correct all inaccuracies and resubmit the Draw Documents for approval. If the Agent does not object to the Draw Documents within such five-day period, the Draw Documents laborers used by Landlord in connection with Tenant Improvements shall be deemed approvedknown collectively as "Landlord's Agents. " All contracts entered into by Landlord with Landlord's Agents (iii"Landlord Agent Contracts") Upon shall be subject to Tenant's reasonable approval, provided, however, unless an approval of process is otherwise expressly set forth in the Draw DocumentsTenant Work Letter, Tenant shall respond to any request for Tenant approval to any Landlord Agent Contract in a timely manner so as not to delay the Partnership shall have the examination of title to the Apartment Complex updated through the date of the Draw and have the Title Company deliver to the Partnership, with a copy to the Agent, endorsements issued by the Title Company to the Owner's Title Policy which (1) increase the coverage thereunder by the amount of the Draw, (2) update the date thereof through the date of the Draw and (3) report no exceptions for filed mechanics or materialmen's liens (or if such liens are reported, affirmatively insures the insured thereunder against loss or damage caused by such liens). Within five Business Days after the Agent receives copies of such endorsements, AHF shall authorize funding of the Draw by wire transfer to the PartnershipProject Schedule.