GRANT REPAYMENT AGREEMENT
This Grant Repayment Agreement dated and entered into this 7% day of
July, 2014 by and among the Tobacco Region Revitalization Commission (the
“Commission”), a political subdivision of the Commonwealth of Virginia, the
City of Danville, VA (the “City”), a political subdivision of the Commonwealth of
Virginia, and Norhurst, Inc., (the “Company’), a Delaware corporation provides
as follows:
RECITALS:
Pursuant to the terms of a certain Performance Agreement dated August
23, 2012 by and among the Commission, the City, and the Company, a copy of
which is attached hereto, the Commission made a certain grant in the amount
of $625,000.00 (the “Grant’) to the City in order to support its economic
development initiatives, specifically as they relate to a proposed economic
development project of the Company. ‘The Commission fully funded the Grant
to the City, and the City delivered the Grant funds to the Company for its use
and benefit, The Company failed to meet its obligations under Section 3 of the
Performance Agreement and, as a result, is in default under the terms thereof.
Pursuant to Section 7 of the Performance Agreement, the City is liable for
repayment to the Commission of that portion of the Grant determined by the
Commission to be due in accordance with the terms of the Performance
Agreement. The parties hereto acknowledge and agree that there has been an
event of default by Company under the Performance Agreement and that the
City is liable for repayment to the Commission for the unearned portion of the
Grant. The parties are entering into this Grant Repayment Agreement to
confirm their understandings regarding repayment of the Grant amount to the
Commission.
Now, therefore, for and in consideration of the matters hereinafter set
forth and good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties hereto agree as follows:
1. Acknowledgement by the City
The City and the Company hereby acknowledge their joint and several
liability for repayment in full to the Commission of the sum of $312,500.00,
which represents the one-half of the Grant amount allocated to employment
pursuant to Section 7 b. The City and the Company hereby irrevocably
acknowledge that a default exists under the terms of the Performance
‘Agreement and that pursuant to paragraph 7 of the Performance Agreement,the City and the Company are jointly and severally liable and responsible for
repayment to the Commission of $312,500.00.
2. Repayment of Grant Amount
‘The City and the Company hereby agree to make repayment of one-half
of the Grant amount to the Commission on the following terms: $78,125.00 in
cash, certified funds, or in other form acceptable to the Commission on or
before August 6, 2015, plus additional payments of $78,125.00 each to the
Commission on August 6, 2016, 2017, and 2018. No interest shall be due on.
the unreimbursed portion of the Grant provided that timely payments are made
on or before the dates hereinabove specified.
Default and Repayment
In the event of default by either the City or the Company in payment of
all or any remaining portion of the Grant funds as a result of failure to make
payment of the refund amount on the dates specified in paragraph 2 supra, the
entire remaining balance shall be immediately due and payable, together with
interest thereon at the rate of six percent (6%) per annum from the date of this
Agreement. In addition, the City and the Company shall be jointly and
severally liable for payment to the Commission of any and all attorney’s fees
and costs incurred by the Commission related to enforcement of its rights
under this Agreement and collection of any remaining Grant funds which are
incurred as a result of a default hereunder.
4, Entire Agreement.
This Agreement constitutes the entire agreement by and among the
parties with respect to the matters referenced herein. This Agreement may be
hereafter amended or modified only by written agreement signed and executed
by all parties hereto. This Agreement shall be construed and enforced in
accordance with the laws of the Commonwealth of Virginia.
5. Authorization
Each of the parties hereto represents and warrants that all necessary
action has been taken by such party to authorize the execution and delivery of
this Agreement by such party.6. Notices
Any notices required or permitted under this Agreement shall be given in
writing and shall be deemed to be received two (2) days after mailing of the
same in the United States Mail by certified mail, postage prepaid, or by
overnight courier addressed as follows:
If to the Commission, to:
Tobacco Region Revitalization Commission
701 East Franklin, Suite 501
Richmond, Virginia 23219
Attention: Executive Director
If to the City, to:
City of Danville, VA
427 Patton Street
P.O. Box 3300
Danville, VA 24543
Attention: City Manager
If to the Company, to:
Norhurst, Inc.
944 Main Street
Danville, VA 24543
Attention: Tim NortonIN WITNESS WHEREOF, the parties hereto have executed this Agreement
effective as of the date first written above
‘Tobacco Region Revitalization
Commission, a political subdivision of the
Commonwealth of Virginia
By:
Executive Director
Date:
Commonwealth of Virginia
City/County of
‘The foregoing Repayment Agreement was acknowledged before me this
_ day of , 2015 by 5
the Executive Director of the Tobacco Region Revitalization Commission.
My notary expires:
Notary Registration No.
Notary PublicCity of Danville, VA, a political subdivision
of the Commonwealth of Virginia
By:
‘Title: City Manager
Commonwealth of Virginia
City/County of
The foregoing Repayment Agreement was acknowledged before me this
___ day of ___ , 2015 by , the City
Manager of Danville, VA, a political subdivision of the Commonwealth of
Virginia.
My notary expires:
Notary Registration No.Norhurst, Inc., a Delaware
corporation
By:
Title: 7
Commonwealth of Virginia
City/County of _____ if
‘The foregoing Repayment Agreement was acknowledged before me this
day of , 2015 by _ ’
the _ __ of Norhurst, Inc.
My notary expires:
Notary Registration No.
Notary Public