|
(c). The Company acknowledges and agrees that, with regard to the Grant funds, it will be subject to
<br />and comply with audit and reporting requirements as required herein.
<br />(d). Within thirty (30) days after the Termination Date, the Company shall submit a final report to
<br />County describing the activities and accomplishments of the Project. The final report shall include a
<br />review of performance and activities over the entire Project period.
<br />(e). The Company grants the County and any of its authorized representatives, at all reasonable
<br />times and as often as necessary (including after the Termination Date), access to and the right to
<br />inspect, copy, monitor, and examine all of the books, papers, records and other documents relating to
<br />the Grant Agreement or the Project. County shall maintain confidentiality with regard to such books,
<br />papers, records, and other documents, except that Company acknowledges same may be released and
<br />provided to the State upon request by the State.
<br />8. Termination; Availability of Funds.
<br />(a). If the Company fails to fulfill in a timely and proper manner its obligations or violates any of the
<br />covenants or stipulations under this Grant Agreement, the Company agrees that County has the right to
<br />terminate this Grant Agreement. Upon such termination, County shall have no responsibility to make
<br />additional Grant payments. Upon such termination, the Company shall not expend any Grant funds
<br />(including Loan funds) without County’s express written authorization and shall return all unspent Grant
<br />funds to County upon demand.
<br />(b). The obligations of the County to pay any amounts under this Grant Agreement are contingent
<br />upon the availability of and disbursal by the State of the Grant funds for the Project. If funds for the
<br />Grant become unavailable, the Company agrees that County has the right to terminate this Grant
<br />Agreement by giving written notice specifying the Termination Date, which County shall determine in its
<br />sole discretion. Upon such termination, the County shall have no responsibility to make additional Grant
<br />payments. Further, upon such termination, the Company shall not expend any Grant funds without
<br />County’s express written authorization and shall return all unspent Grant funds to County upon demand.
<br />9. Indemnification.
<br />(a). The Company hereby agrees to release, indemnify and hold harmless the County and its
<br />respective members, officers, directors, employees, agents, and attorneys (together, the "Indemnified
<br />Parties"), from any claims of third parties in connection with the performance of this Grant Agreement
<br />and for all losses arising from its implementation. Without limiting the foregoing, the Company hereby
<br />releases the Indemnified Parties from, and agrees that such Indemnified Parties are not liable for, and
<br />agrees to indemnify and hold harmless the Indemnified Parties against, any and all liability or loss, cost
<br />or expense, including, without limitation, reasonable attorneys’ fees, fines, penalties and civil
<br />judgments, resulting from or arising out of or in connection with or pertaining to, any loss or damage to
<br />property or any injury to or death of any person occurring in connection with the Project, or resulting
<br />from any defect in the fixtures, machinery, equipment or other property used in connection with the
<br />Project or arising out of, pertaining to, or having any connection with, the Project or the financing
<br />41
|