2018-024 Master Economic Development Agreement between the City, PEDC and American Spiralweld Pipe

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of this Master Agreement. If an audit should ever determine that the land and funds were not utilized by American for these purposes, or were not expended on the Facility in Paris, Lamar County, Texas, such determination shall constitute a default under this Master Agreement, thereby entitling PEDC to recapture all grants of funds made hereunder as well as the full fair market value of the land conveyed to American hereunder, as well as any other remedy available to PEDC by law. In this regard, American agrees that it will provide to PEDC within thirty (30) days after request from PEDC, a consolidated report evidencing the expenditure of the funds received from the PEDC to confirm the proper use of PEDC sales tax funds by American and to verify the terms and provisions of this Master Agreement. H. American represents that it is not involved in any bankruptcy proceedings at this time, and that it has not filed a petition in bankruptcy, nor are any such proceedings contemplated by any of them at this time. I. The person signing this Master Agreement on behalf of American is duly authorized to do so and American shall deliver to the PEDC upon execution of this Master Agreement, a copy of the resolution authorizing the execution, delivery and performance of this Master Agreement, together with an incumbency certificate identifying its executive officers and the officer or manager signing this Master Agreement. J. The City and PEDC acknowledge that American is a socially conscious company, particularly with respect to providing optimal working conditions for its employees. American agrees that it intends to use its best efforts to be a responsible corporate citizen in Paris and Lamar County for the mutual betterment of American and the businesses and residents of the community. 5.2 PEDC's Other Representations, Warranties and Obligations A. PEDC has the authority to enter into and to perform this Agreement. B. The person signing this Agreement on behalf of the PEDC is duly authorized to do so by the Board of Directors of the PEDC. 5.3 The City's Other Representations, Warranties and Obligations. A. The City has the authority to enter into and to perform this Agreement. B. The person signing this Agreement on behalf of the City is duly authorized to do so by the City Council of the City of Paris, Texas. 32300891 00 1"