Cornerstone Community Development Capital Improvement Grant Agreement 20230701

Home

ARPA Grant Agreement 7/1/2023 Between City of San Leandro and Building Futures with Women and Children Page 7 of 11 4.3 MERGER, CONSOLIDATION, SALE OF ASSETS. Merge into or consolidate with any corporation or other entity, or acquire all or substantially all of the assets of any other corporation or entity; or sell, lease, assign, transfer or otherwise dispose of all or substantially all Participant’s assets. 4.4 GRANTS, ADVANCES, INVESTMENTS. Make any Grant or advances to or investments in, any person or entity except those usually made in the ordinary course of business. ARTICLE V DEFAULT AND REMEDIES 5.1 EVENTS OF DEFAULT. The occurrence of any one or more of the following events shall constitute an event of default hereunder ("Event of Default"): (a) Participant removes the Improvements from the Property, or fails to maintain the Improvements and the Property according to the City’s standards, or fails to promptly make repairs in violation of Section 3.4. (b) Any representation or warranty contained in this Agreement or any certificate furnished in connection with the foregoing or in connection with any request for disbursement of City Grant Proceeds proves to have been false or misleading in any respect when made. (c) Participant defaults in the performance of any term, provision, covenant or agreement (other than an obligation enumerated in this Article V) contained in this Agreement or unless a shorter cure period for such default is specified herein, the default continues for ten (10) days in the event of a monetary default or thirty (30) days in the event of a nonmonetary default after the date upon which City shall have given written notice of the default to Participant (or such longer time as City may agree upon in writing), provided that in each case Participant commences to cure the default within thirty (30) days and thereafter prosecutes the curing of such default with due diligence and in good faith. (d) Participant becomes insolvent or shall cease to pay its debts as they mature or voluntarily files a petition seeking reorganization of, or the appointment of a receiver, trustee, or liquidation for it or a substantial portion of its assets, or to effect a plan or other arrangement with creditors, or shall be adjudicated bankrupt, or shall make voluntary assignment for the benefit of creditors. (e) An insolvency petition is filed against Participant under any bankruptcy, insolvency, or similar law or seeking the reorganization of or the appointment of a receiver, trustee, or liquidator for Recipient, or of a substantial part of the property of the Recipient’s, or a writ or warrant of attachment or similar process shall be issued against a substantial part of the property of Recipient, and such petition shall not be dismissed, or such writ or warrant of attachment or similar process shall not be released or bonded, within sixty (60) days of filing of levy. 5.2 REMEDIES AND RIGHTS UPON DEFAULT. Upon the occurrence of an Event of Default, City shall have all remedies available to it under law or equity, including, but not limited to the following, and City may, at its election, without notice to or demand upon Participant, except for notices or demands required by law or expressly required pursuant to this Agreement, exercise one or more of the following remedies: DocuSign Envelope ID: CA0082D5-0968-4878-8CC3-A2412BD38267