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Rural Economic Development Grant Agreement, Private Owner <br />BUILDING REUSE PROGRAM – Revision #3 2020-025-3201-2587 <br /> <br />Grant Agreement - 3 <br /> <br /> <br /> (e). Without limitation, failure by the Governmental Unit to timely demand repayment <br />from and, if necessary, initiate and fully litigate such legal proceedings against the <br />Owner may affect the future consideration of the Governmental Unit for grant <br />programs administered by Commerce. Further, and without limitation, if the <br />Governmental Unit fails to timely initiate legal proceedings against the Owner for <br />such repayment and Commerce elects to do so instead, the Governmental Unit is <br />responsible and agrees to reimburse Commerce for all litigation costs and reasonable <br />attorneys’ fees that Commerce incurs in pursuing repayment. <br /> <br />2. Changes in the Project or Other Conditions. <br /> <br /> (a). A “Project Change” is any material alteration, addition, deletion or expansion of the <br />Project, including (without limitation) material changes to construction or <br />rehabilitation, the terms or conditions of the loan under the LBC (“Loan”), the <br />required number of New Jobs, the matching investment in the Project, any cessation <br />of business by the Owner or any Business and any filing of bankruptcy by the <br />Governmental Unit, the Owner or any Business. There shall be no Project Changes <br />unless expressly approved of by Commerce in a separate, prior written agreement <br />stating, if applicable, the costs and schedule for completing the Project Change. <br /> <br />Notwithstanding the foregoing and wherever referred to in this Grant Agreement, <br />“cessation of business,” “ceasing to do business” and “ceases to do business” shall <br />not include (1) ceasing operations to maintain, service or upgrade real or personal <br />property of the Owner, (2) seasonal shutdowns of operations as long as such cessation <br />do not exceed a total of four (4) weeks in any calendar year (excluding time <br />attributable to an event of force majeure as described below) and (3) under the <br />circumstances of for the period of time described in Paragraph 17 below. <br /> (b). Additionally, the Governmental Unit shall immediately notify Commerce of any <br />change in conditions or local law, or any other event, which may significantly affect <br />its ability to oversee, administer or perform this Grant Agreement, the LBC or the <br />Project. In its sole and unreviewable discretion, Commerce may deem such a change <br />in conditions, local law or other event to constitute a Project Change. <br /> <br />3. Term of Grant Agreement. The effective period of this Grant Agreement shall commence <br />on 10/17/2019 (“Effective Date”) and shall terminate on 12/31/2022 unless terminated on <br />an earlier date under the terms of this Grant Agreement (either one of which dates shall <br />constitute the “Termination Date”) or unless extended for an express term in writing by the <br />Governmental Unit. <br /> <br />4. Funding. The Rural Authority grants to the Governmental Unit an amount not to exceed <br />$500,000.00 for expenditures directly relating to the Project. The Governmental Unit <br />hereby represents and warrants that all Grant funds shall be utilized exclusively for the <br />purpose of the Project and consistent with all applicable laws, rules, regulations and <br />requirements, and that the Governmental Unit shall not make or approve of any improper <br />10