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CreatINg Places <br />Project Assistance Agreement <br />THIS CreatINg Places Project Assistance Agreement (this "Agreement") is entered into by and between the <br />Catalaunch, LLC d/b/a Patronicity, ("Patronicity"), and The City of South Bend, (the "Grantee"), as of this 7th day of <br />March, 2017. <br />WHEREAS, Grantee has applied to the Indiana Housing and Community Development Authority ("IHCDA") for a grant <br />of Affordable Housing and Community Development Funds ("Development Funds") to receive matching funds for Place - <br />based improvements, which are activities that focus on redevelopment and creation of quality public spaces that contribute <br />to people's health, happiness, and well-being or Placemaking activities which are improvements that will assist in <br />reimagining and reinventing public spaces as the heart of every community and strengthening the connection between <br />people and the places they share in accordance with the CreatINg Places Program Manual; (the "Project"); <br />WHEREAS, such Development Funds are State funds that are administered by IHCDA; and <br />NOW, THEREFORE, in consideration of the mutual undertakings and covenants contained herein, Patronicity and the <br />Grantee agree as follows: <br />1. TERM. This Agreement shall be effective as of the first date listed above (the "Effective Date") and shall extend <br />through one (1) year and six months after the Effective Date (the Term"). Notwithstanding the foregoing, Grantee is <br />required to complete the project in the time frame set forth in Subsection B of Section 13 of this Agreement. <br />2. USE AND DISBURSEMENT OF GRANT PROCEEDS. Patronicity agrees to use the Development Funds to <br />provide a matching grant to the Grantee, in an amount not to exceed $20,000 ("the Grant Amount"). The Grantee agrees to <br />use the Development Funds and the funds raised through Patronicity's crowdfunding platform for the Project described in <br />Exhibit A, attached hereto and incorporated by reference into this Agreement and in accordance its application submitted <br />to IHCDA for the CreatINg Places Program (the "Program"). <br />3. INELIGIBLE EXPENSES. The Grantee shall promptly repay IHCDA for any Development Funds it utilizes for <br />expenses that are deemed "ineligible" by any of the following: IHCDA, Patronicity, or the CreatINg Places Program <br />Manual. This section shall survive the expiration or termination of the Agreement. <br />4. INSURANCE. The Grantee must take reasonable means to protect from theft, vandalism or waste any personal <br />and/or real property acquired and/or improved with funds received or raised through the Program and purchase insurance <br />for said property at adequate limits, as applicable. This section shall survive the expiration or termination of the <br />Agreement. <br />5. GRANTEE'S COOPERATION. Grantee agrees to cooperate with Patronicity and IHCDA and to provide either <br />with information, records, and access to the Project. Patronicity and/or IHCDA will send representatives to monitor the <br />Project. <br />A. IHCDA or Patronicity may immediately suspend or terminate this Agreement if the Grantee fails to comply with any <br />material term of the Agreement. <br />B. This Agreement may be suspended and/or terminated immediately by IHCDA, if the Grantee has committed fraud or <br />has misused or misappropriated funds received under this Agreement or another agreement between the Grantee and the <br />IHCDA. In this event IHCDA may recapture or de -obligate all or any portion of this award. <br />C. This Agreement may be terminated at any time, by either party, with or without cause, upon thirty (30) days written <br />notice. Written notice of such termination must be sent to the other party by certified mail, return receipt requested, <br />postage prepaid. <br />