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DocuSign Envelope ID:32D835C3-97C2-4565-BD48-8C80457ABA88 <br /> does not occur on or before the Outside Closing Date, at the Authority's election, <br /> this Letter shall terminate and shall not be extended. No undisbursed Funds shall <br /> be available after the earlier of(i)two(2)years after the Closing Date and(ii)such <br /> other date as the Authority may determine. <br /> 3. Purpose of Funds. Recipient shall enter into a Funding Agreement (the "Funding <br /> Agreement") with the Authority setting forth the terms and conditions governing <br /> the disbursement and use of the Funds. The Funding Agreement shall contain <br /> provisions including,but not limited to: (a)that the Recipient shall use the proceeds <br /> of the Funds for Eligible Uses (as defined in the Rules); and (b) recapture of the <br /> proceeds of the Funds in the event that the Recipient has not performed its <br /> obligations under the Act and the Rules or if there exists a default under the Funding <br /> Agreement. <br /> 4. First Disbursement Date. The first disbursement of Funds is expected to be <br /> approximately three (3) months after the Closing Date. The expected project <br /> completion date is approximately two(2)years from the Closing Date. <br /> 5. Fund Documents. Prior to the Closing Date,Recipient shall deliver to the Authority <br /> two(2)original copies of the Funding Agreement,executed in the manner indicated <br /> therein, and such other documents as the Authority may reasonably require, in its <br /> sole discretion(this Letter, the Funding Agreement, and such other documents are <br /> collectively referred to in this Letter as the"Fund Documents"). <br /> 6. Other Showings. On or before November 8, 2023, Recipient shall, at its sole <br /> cost and expense, deliver to the Authority the following documents, in form <br /> and substance satisfactory to the Authority: <br /> a. Resolution or ordinance of the Recipient, certified by the clerk or other <br /> authorized municipal official acceptable to the Authority, within thirty (30) <br /> days of the Closing Date, authorizing the Project and the execution of the <br /> Funding Agreement and any other documents in connection with the <br /> Project; <br /> b. Certificate of Incumbency of the Recipient indicating those officers and/or <br /> officials who are authorized to execute and deliver the Funding Agreement <br /> and any other documents in connection with the Project, with specimen <br /> signatures of those officers and/or officials,certified by an authorized officer <br /> or official of the Recipient, as of a date within thirty (30) days prior to the <br /> Closing Date; <br /> C. A Taxpayer Identification Number Certification in the form attached hereto <br /> as Exhibit B; <br /> d. Drug-Free Workplace Certificate in form attached to this Letter as Exhibit <br /> Q and <br />