2018 034 Ordinance - Laserfiche WebLink

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such amount to the Village. In no event shall the liability of the Company under this Incentive Grant Agreement exceed the amount of the Incentive Grant payments actually received by the Company pursuant to this Incentive Grant Agreement. Notwithstanding the foregoing, in the event the Company is forced to vacate its premises located in the Village through no fault of the Company (e.g., casualty or other force majeure events), then the Village may proceed to suspend further Incentive Grants or terminate this Incentive Grant in accordance with the terms and conditions set forth herein but shall not proceed against the Company to refund and pay back any prior Incentive Grants that it lawfully received. 4. If the Company defaults in the performance of its obligations under this Incentive Grant Agreement, the Village and/or the MCIC shall serve written notice of such default on the Company and demand the default be cured. Except for a failure by the Company to generate the MITR for a calendar year of the Term, if any such default continues for a period of sixty (60) or more days after the Company receives written notice of such default, then the Village and MCIC may terminate this Incentive Grant Agreement and pursue any rights and remedies as are set forth in this Incentive Grant Agreement and as may otherwise be available at law. 5. If the Village or MCIC defaults in the performance of their respective obligations under this Incentive Grant Agreement, the Company shall serve written notice of such default and demand the default be cured. If any such default continues for a period of sixty (60) or more days after the Company gives the Village and MCIC written notice of such default, then the Company may terminate this Incentive Grant Agreement and pursue any rights and remedies as set forth in this Incentive Grant Agreement and as otherwise are available at law. SECTION VI - LIABILITY OF OFFICERS AND AGENTS This Incentive Grant Agreement is not intended to subject any official, officer, agent, or employee of the Village, the MCIC, or the Company to personal liability or accountability by reason of the execution or performance of this Incentive Grant Agreement. SECTION VII - NON-ASSIGNMENT The Company shall not pledge, mortgage, grant a security interest in, assign, or collaterally assign this Incentive Grant Agreement, or any rights, privileges, or claims under this Incentive Grant Agreement, to any person or entity, without the express written approval of the Village, which shall not be unreasonably withheld. The Village aclcnowledges that it would be unreasonable to withhold consent in the event of a proposed transfer of assignment to any parent, subsidiary or affiliate of the Company or to any third party so long as with respect to all or any of such proposed transfers or assignments, the proposed transferee or assignee adequately and sufficiently demonstrates to the Village, to the Village's reasonable satisfaction, its financial ability, business experience and intentions to continue its operations at 767 Beta Drive in the Village in a manner similar to that of the Company in all pertinent respects and the proposed transferee and assignee acknowledges and consents in writing to the assignment of this Incentive Grant Agreement. PreEmptive Solutions LLC_10-31-18 Page 6