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DocuSign Envelope ID:A22B2E9F-380E-4015-AA14-DBA7ABFOD1DE <br /> 12.14 Keep and maintain books, records, and other documents relating directly to the receipt and <br /> disbursement of loan funds and the fulfillment of this Agreement. Each party agrees that any <br /> duly authorized representative of the County shall at all reasonable times, have access to and <br /> the right to inspect, copy, audit and examine all of the books, records and other documents <br /> relating to the loan and fulfillment of this Agreement. <br /> 12.15Authorize, give permission and provide necessary information and cooperation for Orange <br /> County and its agents and representatives to debit funds from a bank account through an <br /> Electronic Fund Transfer ("EFT") on the Automated Clearing House network. <br /> 12.16 Borrower shall endeavor to meet the following conditions but in no case fail to meet at least one <br /> of the following conditions for at least one year: (a)Job Retention, within six months of the award <br /> retain at least 50% of the work force that existed on January 1, 2020 and retain 100% within <br /> one year of the award date; (b) Living Wage, pay 90% of Borrower's work force a living wage <br /> of $15 per hour; or (c) Community Participation and Involvement, in kind service, discounts or <br /> donation to first responders, healthcare and other front line workers in the amount of at least <br /> $250 annually for award recipients with net income of up to$100,000 and at least$500 annually <br /> for all others. Any value derived from discounts shall be the result of at least 15% off retail price. <br /> Determinations regarding qualifying recipients of in kind services or donations shall be at the <br /> sole discretion of the County. Borrower shall supply evidence of compliance through NC <br /> Employment Commission reports, IRS 941 Payroll quarterly reports, Orange County Living <br /> Wage certificate or, if those are inapplicable, owner affidavit. <br /> Validation of meeting the selected requirement will be obtained six months from the award date. <br /> 13. The Borrower agrees that it will not do any of the following without the County's prior written consent: <br /> 13.1 Effect a change of ownership or control of the Business; <br /> 13.2 Consolidate or merge with any other County, unless the procedures for assignment and/or <br /> assumption are complied with; or <br /> 13.3 At any time an Event of Default is in existence, give any preferential treatment or make any <br /> advance to any person or entity directly or indirectly controlling or affiliated with or controlled by <br /> the Borrower, or any other County, or to any officer, director, or employee of the Borrower, or <br /> of any such County; <br /> 13.4 For two years after the date of this Agreement, undertake additional debt financing without prior <br /> written consent of the County, except that this provision shall not prohibit Borrower from (a) <br /> purchase money financing of ordinary and necessary equipment or (b) credit purchases of <br /> inventory. The County's consent, when required under this provision, shall not be unreasonably <br /> withheld. <br /> 13.5 Permit or suffer to exist any other lien, security interest or encumbrance upon the Collateral, <br /> except for the existing security interest described in Exhibit A and the security interest created <br /> pursuant to this Agreement and any other agreements delivered by the Borrower pursuant to <br /> this Agreement. <br /> 13.6 Use the Collateral for any illegal purposes. <br /> 13.7 Assert a claim or defense held against the County against any assignee of this Agreement <br /> 14. The Borrower further represents to the County and acknowledges that the following things are true: <br /> 14.1 No financing statement, other than those financing statement(s) on file with the North Carolina <br /> Secretary of State at the date of execution of this Agreement and described in Exhibit B (if <br /> ESBLPLSA <br />