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LOAN AGREEMENT <br /> <br />Page 1 of 3 <br /> <br /> THIS Loan Agreement (the "Agreement") is dated as of June 15, 2022, and is by and between <br />Orange County Rape Crisis, LLC, a North Carolina nonprofit (the "Borrower") and the Orange <br />County (the “County”) <br /> <br /> The Borrower has applied for a loan from the County, and the County has agreed to make the <br />loan a no interest loan. This Agreement sets out the terms of the loan, including the terms for <br />payments and the security for the loan. <br /> <br /> NOW, THEREFORE, in consideration of the mutual promises set out in this Agreement, the <br />parties agree as follows: <br /> <br />PART ONE – AGREEMENT TO MAKE AND REPAY THE LOAN <br /> <br />1. The County will loan to the Borrower the sum of [$72,340.00] (the "Loan"). The County is making <br />this loan by disbursing the Borrower an Electronic Funds Transfer for the loan amount. <br /> <br />2. The Borrower will repay the loan. The Borrower’s obligation to repay the Loan will be represented <br />by a promissory note (the “Note) in substantially the form of Exhibit A, which the Borrower will <br />execute and deliver to the County in exchange for the Loan proceeds. <br /> <br />3. The Borrower will use the Loan for the capital purposes referenced in its loan request letter. <br /> <br />4. The County hereby agrees to lend the Borrower the Loan Amount subject for the purposes of <br />capital expenditures including land acquisition, utility infrastructure, site development, facility <br />construction and furniture, fixtures and equipment. <br /> <br />5. Following evidence of project completion, the loan is subject to conversion to a Forgiveable Loan <br />with no additional principal amounts due to the County. <br /> <br />PART TWO - EVENTS OF DEFAULT OR TECHNICAL DEFAULT <br /> <br />6. Events of Default or Technical Default – The happening of any of the following events shall <br />constitute a default under this Agreement (these are the “Events of Default”): <br />6.1 The Borrower fails to pay when due any amounts payable under the Note; <br /> <br />6.2 The Borrower breaches or fails to perform or observe any term, condition or covenant of this <br />Agreement; <br /> <br />6.3 The Borrower moves its principal place of Nonprofit operations outside Orange County; <br /> <br />6.4 The Borrower fails to use the capital loan for the intended capital expenditures; <br /> <br />6.5 The Borrower’s financial audit, agreed upon procedures audit or management letter <br />determines misappropriation of funds. <br /> <br />7. Remedies on Default – Upon the continuation of any Event of Default, the County may, without any <br />further demand or notice, exercise any one or more of the following remedies: <br />7.1 Declare the unpaid balance of the Note immediately due and payable; <br /> <br />7.2 Proceed by appropriate court action to enforce the Borrower’s performance of the applicable <br />covenants of this Agreement or to recover for the breach thereof; <br /> <br />DocuSign Envelope ID: 18B266FC-5A76-4690-9B5F-188F47B4DEDD