2013-041 Approving an Economic Incentive Agreement between the Paris Economic Development Corporation and JS Baking, LLC

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9. Throughout the term of this Agreement and any extensions thereof, Skinner agrees to provide copies of its certified financial audit statements to Paris EDC within 120days of Skinner's fiscal year end. Upon request from Paris EDC and three business days advance notice, Skinner shall make its summarized financial records and books open for inspection and review by Paris EDC or Paris EDC's authorized accountants or agents. "Summarized financial records" shall be defined as specific figures or financial ratios that are non - representative of a full profit and loss statement. Balance sheet and cash flow statements may be provided upon request. 10. Indemnification. Skinner hereby agrees to indemnify, defend and hold the Paris EDC, its elected officials, officers and employees harmless from all suits, actions or claims of any character, name and description brought for or on account of any injuries or damages received or sustained by any person, persons or property on account of the operations at the Facility, or on account of any negligent act or omission or intentional wrongful act of Skinner, its agents, employees or subcontractors in the performing the work called for in this Agreement; or on account of Skinner's failure to provide the necessary safety equipment for the Project. Skinner agrees to pay in full any judgment, arbitration award or mediated settlement, including court costs, arbitration/mediation costs and attorney's fees which may be obtained against the Paris EDC, its elected officials, officers or employees growing out of such injury or damage. C. Paris Economic Development Corporation's Duties, Obligations and Representations: Paris EDC agrees to paythe above - described incentive payment of $1,179,000.00 to Skinner in accordance with the Incentive Metricsand Timeline set forth in Article 11, paragraph A.3., upon final approval of this Agreement by the Paris EDC Board of Directors and the Paris City Council and execution of Agreement by all parties. 2. Paris EDC has completed its assistance to Skinner in advocating a tax abatement agreement for the Facility with the City of Paris, Texas, with Lamar County, Texas and with the Paris Junior College. The tax abatement agreement is based upon Skinner's capital investment and new job creation at the Facility as described therein. The tax abatement agreements granted is in conformity with the approved Tax Abatement Guidelines and Criteria of the above named taxing jurisdictions. 3. Paris EDC and Skinner previously entered into a $2,000,000.00 bridge loan agreement to assist Skinner with financing the acquisition of the Properly and Facility, which Skinner agrees to timely repay in full in accordance with the terms of the loan documents. 4. Convene and facilitate additional State and Federal incentives for which Skinner's Project may qualify, including, but not limited to Skill Training funds through the Texas Workforce Commission; Texas Enterprise Fund award from the Texas Governor's Office; Financial Assistance through the Texas Economic Development Bank, Enterprise Zone Designation, and Federal New Market Tax Credits. 5