Independent Construction Consultant's Compensation. The Independent Construction Consultant shall deliver to the USB Disbursement Agent, on or prior to the last Business Day of each month up through and including the month following Substantial Completion, an invoice setting forth the amounts owed to it as compensation for its services during such month and reasonable documentation of its out-of-pocket expenses incurred in connection with such services. On the first Business Day of each month following the month in which such invoice was received (except for the initial payment, which shall be disbursed as set forth below), the USB Disbursement Agent shall disburse funds to the Independent Construction Consultant from the Construction Disbursement Account as compensation for services performed by the Independent Construction Consultant during the previous month, in a reasonable and customary amount for each hour of the Independent Construction Consultant's services as set forth on such invoice (which amount shall not exceed a reasonable and customary amount for such services during any calendar quarter), plus the total amount of all reasonable out-of-pocket expenses of the Independent Construction Consultant incurred in connection with the performance of its duties hereunder during such month, unless the Trustee notifies the USB Disbursement Agent and the Independent Construction Consultant that the Independent Construction Consultant is in default.
Independent Construction Consultant's Compensation. The Company covenants and agrees to pay to the Independent Construction Consultant from time to time, and the Independent Construction Consultant shall be entitled to, the fees and reimbursements set forth in that certain letter agreement between the Company and the Independent Construction Consultant dated as of June 2, 1999, such amounts to be paid in accordance with and at the times set forth in such letter. Until such time as the Company provides written notice to the contrary to the Disbursement Agent and the Independent Construction Consultant in accordance with the terms hereof, all amounts payable to the Independent Construction Consultant shall be deducted from the applicable working capital line item in the Construction Disbursement Budget.
Independent Construction Consultant's Compensation. For each calendar month during the term of this Agreement, the Disbursement Agent shall disburse from the Construction Disbursement Account Three Thousand Two Hundred Seventy Dollars ($3,270.00) plus reasonable expenses, to the Independent Construction Consultant, as compensation for services to be performed under this Agreement, unless the Company or the Trustee has sent written notice to the Independent Construction Consultant that it is in default under this Agreement. Any such expenses shall be described in reasonable detail in an invoice provided no less than thirty (30) days prior to such disbursement. In addition, the Independent Construction Consultant may from time to time provide written notice to the Disbursement Agent as to the place to which such disbursement should be made. The Independent Construction Consultant shall receive such payments without the requirement of obtaining any further consent or action on the part of the Company or the Disbursement Agent with respect to the payment. Until such time that the Company provides written notice to the Disbursement Agent and the Independent Construction Consultant, in accordance with the terms hereof, all amounts payable to the Independent Construction Consultant shall be deducted from the "Other Expenses and Working Capital" line item in the Construction Disbursement Budget. Disbursements for each calendar month shall be made on the first day of the subsequent calendar month.
Independent Construction Consultant's Compensation. The Independent Construction Consultant is hereby appointed by the Trustee and shall act at the behest of and owe a fiduciary duty to the Trustee and the Holders and shall have no fiduciary or other duty or responsibility to the Issuer, the Tribe or any other party. The Independent Construction Consultant shall deliver to the Disbursement Agent, on or prior to the third Business Day of each month during the Construction Period, an invoice setting forth the amounts owed to it as compensation for its services during the immediately preceding month and documentation of its reimbursable expenses permitted under the Construction Services Agreement on the fifth Business Day of each month during the Construction Period (except for the initial payment, which shall be disbursed as set forth below), the Disbursement Agent shall disburse funds to the Independent Construction Consultant from the Construction Disbursement Account, or the Construction Reserve Account if the Construction Disbursement Account has been fully depleted, as compensation for services performed by the Independent Construction Consultant during the previous month, in an amount equal to $125 for each hour of the Independent Construction Consultant's services as set forth on such invoice (which amount shall not exceed a total of $12,000 during any calendar quarter, unless otherwise agreed), plus the total amount of its reimbursable expenses permitted under the Construction Services Agreement incurred in connection with the performance of its duties hereunder during such month, unless the Trustee or the Issuer notifies the Disbursement Agent and the Independent Construction Consultant that the Independent Construction Consultant is in default, at which time the Disbursement Agent may, at its sole discretion, cease all such payments. Until such time as the Trustee provides written notice to the con- trary to the Disbursement Agent and the Independent Construction Consultant in accordance with the terms hereof, all amounts payable to the Independent Construction Consultant shall be applied to the [insert appropriate line item] line item in the Project Budget.
Independent Construction Consultant's Compensation. For each calendar month during the term of this Agreement, the Disbursement Agent shall disburse from the Construction Disbursement Account Twelve-Thousand Dollars ($12,000), plus reasonable expenses, to Independent Construction Consultant, as compensation for services to be performed under this Agreement, unless Independent Construction Consultant has received written notice from the Company or the Trustee that it is in default under this Agreement. Independent Construction Consultant may from time to time provide written notice to the Disbursement Agent as to the place to which such disbursement should be made. The Independent Construction Consultant shall receive such payments without the requirement of obtaining any further consent or action on the part of the Company or the Disbursement Agent with respect to the payment. The initial payment pursuant to this SECTION 3.3.2 shall be made as promptly as practicable following the deposit of the Construction Proceeds into the Construction Disbursement Account but shall be prorated if for a partial month. Disbursements for each subsequent calendar month shall be made on the first day of each such subsequent calendar month. The final payment pursuant to this SECTION 3.3.2 shall also be prorated if for a partial month.
