AG 2011 08 15 - Laserfiche WebLink

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7. The Cruse Parties shall impose a surcharge on the processing fees charged to their customers and remit the proceeds of the surcharge to the County. The surcharge shall be sufficient to reimburse the County for the cost incurred to construct the Water and Wastewater Systems, estimated to cost approximately $350,000.00. Should the County obtain any new grant moneys to pay for the Water and Wastewater Systems, such grant amount shall reduce the amount in like sum that is to be repaid to the County for construction of these systems. 8. The County shall be solely responsible for supervising the construction of the Facility, including the Water and Wastewater Systems, but shall allow the Cruse Parties to provide input to the County concerning the ongoing construction of the Facility. 9. The County engages the Cruse Parties to promote, operate and manage the Facility for the period of time, specified below, that the County either owns the Facility or has a deed of trust secured by the Facility. In such capacity, the Cruse Parties shall have exclusive authority over the day -to -day operation of the Facility and its activities, provided that the Cruse Parties shall follow any policies or guidelines that have or may be promulgated by the County, the Internal Revenue Service, NCDENR, the Cabarrus Health Alliance, OSHA, the Cabarrus County Fire Marshall or the North Carolina Department of Agriculture as required by the Grant for the Facility. 10. Without limiting the generality of the preceding Paragraph 9, the Cruse Parties shall have the authority, and the obligation, to employ sufficient competent personnel (including other Cruse family members); to enter into and administer contracts for utilities, supplies, meat processing and selling and other business needs of the Facility; to provide sufficient maintenance and repair of the Facility; to prepare and maintain complete and accurate books and records for operation and management of the Facility; and to timely pay all debts of the Facility. 11. It is understood and agreed that the County shall have no responsibility or obligation for the management of or operation of the Facility during the term of this Management Agreement. 12. CMP shall extend to the County and execute with the County a ground lease for the Real Property, with a term to coincide with the length of the County's legal interest in the Facility, whether as an owner through construction of the Facility or as an owner via foreclosure of the lien of its deed of trust. No rent shall be required of the County by CMP for this lease. 13. Upon completion of the Facility, the Cruse Parties shall operate and manage the Facility on a full time basis for at least five (5) years, or as long as any grant supplying funds for the Facility requires the County to own the Facility, whichever period is longer (the "Initial Period "). At the end of the Initial Period, at the request of the Cruse Parties, the County will convey the Facility to the Cruse Parties, on condition that the Cruse Parties at that time execute a deed of trust, security agreement and financing statements for the benefit of the County, granting the County a valid first lien on the Facility and the Equipment. The amount of the deed of trust and security agreement shall be $754,000.00, which is two - thirds of the amount expended by the County in constructing the Facility. For each additional year after the Initial Period that the Cruse Parties operate and manage the Facility, one -tenth of the deed of trust balance shall be amortized and considered paid or reduced. At the conclusion of fifteen (15) years after the Initial Period, if the Cruse Parties have continued to operate and manage the Facility continuously Attachment number 1 G -1 Page 201