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RED Agreement
Agreement
THE AGREEMENT effective as of the "day of panel" day of
"Month of Panel" , 2011.
BETWEEN:
HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO,
as represented by the Minister of Agriculture, Food and Rural Affairs
("OMAFRA")
- and -
"Lead Applicant"
(the "Recipients")
Background:
OMAFRA funds projects similar to the Project described in Schedule
"A".
The Recipients have applied to OMAFRA for funds to assist the Recipients
in carrying out the Project and OMAFRA wishes to provide such funds.
Consideration:
In consideration of the mutual covenants and agreements contained
herein and for other good and valuable consideration, the receipt
and sufficiency of which is expressly acknowledged, the Parties agree
as follows:
ARTICLE 1. DEFINITIONS
1.1. Interpretation. For the purposes of interpretation:
a) words in the singular include the plural and vice-versa;
b) words in one gender include all genders;
c) the background and the headings do not form part of the Agreement;
they are for reference only and shall not affect the interpretation
of the Agreement;
d) any reference to dollars or currency shall be to Canadian dollars
and currency; and
e) "include", "includes" and "including"
shall not denote an exhaustive list.
1.2. Definitions. In the Agreement the following terms shall have
the following meanings:
"Agreement" means this agreement entered into between
OMAFRA and the Recipients and includes all of the schedules listed
in section 27.1.
"Budget" means the budget attached to the Agreement
as Schedule "B".
"Effective Date" means the date first set out at
the top of the Agreement.
"Eligible Costs" means costs incurred after the Effective
Date that are determined by OMAFRA in its sole discretion to be reasonable,
necessary and directly incurred under a legal contract for goods,
equipment or services related to completing the Project as described
in Schedule A and as such costs may be further described in Schedule
B.
"Event of Default" has the meaning ascribed to it
in section 14.1.
"Force Majeure" has the meaning ascribed to it in
Article 25.
"Funding Year" means:
a) the period commencing on the Effective Date and ending on the following
March 31; and
b) if there are Funding Years subsequent to the Funding Year in (a),
the period commencing on April 1 following the end of the previous
Funding Year and ending on the following March 31.
"Funds" means the money provided by OMAFRA to the
Recipients pursuant to the Agreement.
"Indemnified Parties" means Her Majesty the Queen
in right of Ontario, Her Ministers, agents, appointees and employees.
"Maximum Funds" means $"Max Funds" .
"Notice" means a notice as provided for in Article
18.
"Parties" means OMAFRA and the Recipients.
"Party" means either OMAFRA or any one of the Recipients.
"Project" means the undertaking described in Schedule
"A".
"Project Spending End Date" means the last date that
Eligible Costs can be incurred for this Project.
"Reports" means the reports described in Schedule
"C".
"Timelines" means the Project schedule set out in
Schedule "A".
"Wind Down Costs" means the Recipients' reasonable
costs to wind down the Project.
ARTICLE 2. REPRESENTATIONS, WARRANTIES AND COVENANTS
2.1. General. The Recipients represent, warrant and covenant that:
a) they have, and shall continue to be for the term of the Agreement,
validly existing legal entities with full power to fulfill its obligations
under the Agreement;
b) they have, and shall continue to have for the term of the Agreement,
the experience and expertise necessary to carry out the Project; and
c) any information the Recipients provided to OMAFRA in support of
their request for funds (including information relating to any eligibility
requirements) was true and complete at the time the Recipients provided
it, and shall continue to be true and complete for the term of the
Agreement in every respect.
2.2. Execution of Agreement. The Recipients represent and warrant
that:
a) they have the full power and authority to enter into the Agreement;
and
b) they have has taken all necessary actions to authorize the execution
of the Agreement including passing a municipal by-law authorizing
the Recipients to enter into the Agreement with OMAFRA.
2.3. Governance. The Recipients represent, warrant and covenant that,
they have, and shall maintain for the period during which the Agreement
is in effect, by-laws or other legally necessary instruments to:
a) establish the expected code of conduct and ethical responsibilities
at all levels of the Recipients' respective organizations;
b) establish procedures to ensure their ongoing effective functioning;
c) establish decision-making mechanisms;
d) provide for the prudent and effective management of the Funds;
e) establish procedures to enable the successful completion of the
Project;
f) establish procedures to enable the timely identification of risks
to the completion of the Project and strategies to address the identified
risks;
g) establish procedures to enable the preparation and delivery of
all Reports required pursuant to Article 7; and
h) deal with such other matters as the Recipients consider necessary
to ensure that the Recipients carry out their obligations under the
Agreement.
2.4. Supporting Documentation. Upon request, the Recipients shall
provide OMAFRA with proof of the matters referred to in Article 2.
ARTICLE 3. TERM OF THE AGREEMENT
3.1. Term. The term of the Agreement shall commence on the Effective
Date and shall expire on "end date plus 6 mo" , unless terminated
earlier pursuant to Article 12, Article 13 or Article 14.
3.2. Project Spending End Date. The last date that Eligible Costs
can be incurred for the Project is "end date" .
ARTICLE 4. FUNDS AND CARRYING OUT THE PROJECT
4.1. Funds Provided. OMAFRA shall:
a) provide an amount up to the Maximum Funds to the Recipients for
the purpose of carrying out the Project;
b) provide the Funds to the Recipients in accordance with the payment
schedule in Schedule "B";
c) deposit the Funds into an account designated by the Recipients
provided that the account:
i) resides at a Canadian financial institution; and
ii) is in the name of the Recipient, Lead Applicant.
4.2. Limitation on Payment of Funds. Despite section 4.1, OMAFRA:
a) shall not provide any Funds to the Recipients until the Recipients
provide the insurance certificates or other documents provided for
in section 11.2;
b) is not obligated to provide instalments of Funds until it is satisfied
with the progress of the Project; and
c) may adjust the amount of Funds it provides to the Recipients in
any Funding Year based upon OMAFRA's assessment of the information
provided by the Recipients in the Reports;
d) shall only provide Funds for expenses that are Eligible Costs incurred
by the Recipients on or before the Project Spending End Date; and
e) if, pursuant to the provisions of the Financial Administration
Act (Ontario), as amended, if OMAFRA does not receive the necessary
appropriation from the Ontario Legislature for any payment OMAFRA
is obligated to make under the Agreement, OMAFRA shall not be obligated
to make the payment and OMAFRA may, pursuant to section 13.1, terminate
the Agreement or may reduce the amount of the Funds and, in consultation
with the Recipients, change the Project.
4.3. Use of Funding and Project. The Recipients shall:
a) carry out the Project;
i) in accordance with the terms of the Agreement; and
ii) in compliance with all federal and provincial laws or regulations,
all municipal by-laws, and any other orders, rules or by-laws related
to any aspect of the Project;
b) use the Funds only for the purpose of carrying out the Project
as described in Schedule A; and
c) spend the Funds only in accordance with the Budget as described
in Schedule B and
d) shall not use the Funds for any net costs, including taxes, for
which they have received, will receive or are eligible to receive
a rebate, credit or refund.
4.4. No Changes. The Recipients shall:
a) not make any changes to the Project, the Timelines and/or the Budget
without the prior written consent of OMAFRA; and
b) abide by the terms and conditions OMAFRA may require pursuant to
any consent.
4.5. Interest Bearing Account. If OMAFRA provides Funds to the Recipients
prior to the Recipients' immediate need for the Funds the Recipients
shall place the Funds in an interest bearing account in the name of
the Recipients at a Canadian financial institution.
4.6. Interest. If the Recipients earn any interest on the Funds:
a) OMAFRA may deduct an amount equal to the interest from any further
instalments of Funds; or
b) the Recipients shall pay an amount equal to the interest to OMAFRA
as directed by OMAFRA.
4.7. Further Limitation on Payment of Funds. The Recipients acknowledge
and accept that the Funds available to them pursuant to the Agreement
shall not exceed the Maximum Funds.
4.8. Taxes. The Recipients shall not make claims against the Funds
under this agreement for any tax costs (e.g. HST) incurred by the
Recipients.
ARTICLE 5. ACQUISITION OF GOODS AND SERVICES, AND DISPOSAL OF ASSETS
5.1. Acquisition. If the Recipients acquire supplies, equipment or
services with the Funds or if the Recipients are seeking reimbursement
from the Funds for supplies, equipment or services that it has already
acquired, they shall do so or must have done so through a process
that promotes the best value for the Funds it spends.
5.2. Disposal. The Recipients shall not, within three years of the
Project End Date, without OMAFRA's prior written consent, sell, lease
or otherwise dispose of any assets purchased with Funds, or for which
Funds were provided, the cost of which exceeded 10% of the Maximum
Funds at the time of purchase.
ARTICLE 6. CONFLICT OF INTEREST
6.1. No Conflict of Interest. The Recipients shall carry out the Project
and use the Funds without an actual, potential or perceived conflict
of interest.
6.2. Conflict of Interest Includes. For the purposes of this Article,
a conflict of interest includes any circumstances where:
a) the Recipients; or
b) any person who has the capacity to influence the Recipients' decisions;
have outside commitments, relationships or financial interests that
could, or could be seen to, interfere with the Recipients' objective,
unbiased and impartial judgment relating to the Project and the use
of the Funds.
6.3. Disclosure to OMAFRA. The Recipients shall:
a) disclose to OMAFRA without delay any situation that a reasonable
person would interpret as an actual, potential or perceived conflict
of interest; and
b) comply with any terms and conditions that OMAFRA may prescribe
as a result of the disclosure.
ARTICLE 7. REPORTING, ACCOUNTING AND REVIEW
7.1. Preparation and Submission. The Recipients shall:
a) submit to OMAFRA at the address provided in Section 18.1, all Reports
in accordance with the timelines and content requirements set out
in Schedule "C", or in a form as specified by OMAFRA from
time to time;
b) submit to OMAFRA at the address provided in Section 18.1, any other
reports requested by OMAFRA in accordance with timeline and content
requirements specified by OMAFRA;
c) ensure that all Reports and other reports are completed to the
satisfaction of OMAFRA; and
d) ensure that all Reports and other reports are signed on behalf
of the Recipients by an authorized signing officer.
7.2. Record Maintenance. The Recipients shall keep and maintain:
a) all financial records (including invoices) relating to the Funds
or otherwise to the Project in a manner consistent with generally
accepted accounting principles; and
b) all non-financial documents and records relating to the Funds or
otherwise to the Project.
7.3. Inspection. OMAFRA, its authorized representatives or an independent
auditor identified by OMAFRA may, at its own expense, upon twenty-four
hours' Notice to the Recipients and during normal business hours,
enter upon the Recipients' respective premises to review the progress
of the Project and the Recipients' expenditure of the Funds, and for
these purposes OMAFRA, its authorized representatives or an independent
auditor identified by OMAFRA, may:
a) inspect and copy the records and documents referred to in section
7.2; and
b) conduct an audit or investigation of the Recipients in respect
of the expenditure of the Funds and/or Project.
7.4. Disclosure. To assist in respect of the rights set out in Section
7.3, the Recipients shall disclose any information reasonably requested
by OMAFRA, its authorized representatives or an independent auditor
identified by OMAFRA, and shall do so in a form reasonably requested
by OMAFRA, its authorized representatives or an independent auditor
identified by OMAFRA, as the case may be.
7.5. No Control Over Unrelated Information. No provision of the Agreement
shall be construed so as to give OMAFRA any control whatsoever over
the Recipients' documentation or information that is not related to
the Project or to the expenditure of Funds.
7.6. Auditor General. For greater certainty, OMAFRA's rights under
this Article are in addition to any rights provided to the Auditor
General pursuant to section 9(1) of the Auditor General Act (Ontario).
ARTICLE 8. CREDIT
8.1. Acknowledge Support. Unless otherwise directed by OMAFRA, the
Recipients shall, in a form approved by OMAFRA, acknowledge the support
of OMAFRA in any publication of any kind, written or oral, relating
to the Project.
8.2. Publication. If the Recipients publish any material of any kind,
written or oral, relating to the Project, the Recipients shall indicate
in the material that the views expressed in the material are the views
of the Recipients and do not necessarily reflect those of OMAFRA.
ARTICLE 9. FREEDOM OF INFORMATION AND PROTECTION OF PRIVACY
9.1. FIPPA. The Recipients acknowledge that OMAFRA is bound by the
Freedom of Information and Protection of Privacy Act (Ontario), as
amended from time to time, and that any information provided to OMAFRA
in connection with the Project or otherwise in connection with the
Agreement is subject to disclosure in accordance with that Act.
ARTICLE 10. INDEMNITY
10.1. Indemnification. The Recipients hereby agree to indemnify and
hold harmless the Indemnified Parties from and against any and all
liability, loss, costs, damages and expenses (including legal, expert
and consultant fees), causes of action, actions, claims, demands,
lawsuits or other proceedings (collectively, "Claims"),
by whomever made, sustained, incurred, brought or prosecuted, in any
way arising out of or in connection with the Project or otherwise
in connection with the Agreement, unless solely caused by the negligence
or wilful misconduct of OMAFRA.
ARTICLE 11. INSURANCE
11.1. Recipients' Insurance. The Recipients represent and warrant
that they have, and shall maintain for the term of the Agreement,
at their own cost and expense, with insurers having a secure A.M.
Best rating of B+ or greater, or the equivalent, all the necessary
and appropriate insurance that a prudent person carrying out a project
similar to the Project would maintain, including commercial general
liability insurance on an occurrence basis for third party bodily
injury, personal injury and property damage, to an inclusive limit
of not less than two million dollars ($2,000,000.00) per occurrence.
The policy shall include the following:
i) the Indemnified Parties as additional insureds with respect to
liability arising in the course of performance of the Recipients'
obligations under, or otherwise in connection with, the Agreement;
ii) a cross-liability clause;
iii) contractual liability coverage; and
iv) thirty (30) day written notice of cancellation, termination or
material
change.
11.2. Proof of Insurance. The Recipients shall provide OMAFRA with
certificates of insurance, or other proof as may be requested by OMAFRA,
that confirms the insurance coverage as provided for in section 11.1.
Upon the request of OMAFRA, the Recipients shall make available to
OMAFRA a copy of each insurance policy.
ARTICLE 12. TERMINATION ON NOTICE
12.1. Termination on Notice. OMAFRA may terminate the Agreement at
any time upon giving at least thirty (30) days' Notice to the Recipients.
12.2. Consequences of Termination. If OMAFRA terminates the Agreement
pursuant to section 12.1, OMAFRA may:
a) cancel all further instalments of Funds;
b) demand the repayment of any Funds remaining in the possession or
under the control of the Recipients; and
c) determine the Wind Down Costs, and:
i) permit the Recipients to offset the Wind Down Costs against the
amount the Recipients owe pursuant to subsection 12.2(b); and/or
ii) subject to section 4.8, provide Funds to the Recipients to cover
the Wind Down Costs.
ARTICLE 13. TERMINATION WHERE NO APPROPRIATION
13.1. Termination Where No Appropriation. If, as provided for in section
4.2(d), OMAFRA does not receive the necessary appropriation from the
Ontario Legislature for any payment OMAFRA is obligated to make under
the Agreement, OMAFRA may terminate the Agreement immediately by giving
Notice to the Recipients.
13.2. Consequences of Termination. If OMAFRA terminates the Agreement
pursuant to section 13.1, OMAFRA may:
a) cancel all further instalments of Funds;
b) demand the repayment of any Funds remaining in the possession or
under the control of the Recipients; and/or
c) determine the Wind Down Costs; and
permit the Recipients to offset such Wind Down Costs against the amount
owing pursuant to subsection 13.2(b).
13.3. No Additional Funds. For purposes of clarity, if the Wind Down
Costs exceed the Funds remaining in the possession or under the control
of the Recipients, OMAFRA shall not provide additional Funds to the
Recipients.
ARTICLE 14. EVENT OF DEFAULT, CORRECTIVE ACTION AND TERMINATION FOR
DEFAULT
14.1. Events of Default. Each of the following events shall constitute
an "Event of Default":
a) in the opinion of OMAFRA any Recipient has knowingly provided false
or misleading information regarding their request for funds or in
any other communication with OMAFRA;
b) in the opinion of OMAFRA any Recipient breaches any material requirement
of the Agreement, including failing to do any of the following in
accordance with the terms of the Agreement:
i) carry out the Project;
ii) use or spend Funds; and/or
iii) provide Reports or other such ad hoc reports as may be requested;
c) the nature of the Recipients' operations, or their corporate status,
changes so that they no longer meets one or more of the applicable
eligibility requirements of the program under which OMAFRA provides
the Funds;
d) any one of the Recipients makes an assignment, proposal, compromise,
or arrangement for the benefit of creditors, or is petitioned into
bankruptcy, or files for the appointment of a receiver;
e) any one of the Recipients ceases to operate; and
f) an event of Force Majeure continues for a period of sixty (60)
days or more.
14.2. Corrective Action. If an Event of Default occurs OMAFRA may,
at any time, take one or more of the following actions:
a) initiate any action OMAFRA considers necessary in order to facilitate
the successful continuation or completion of the Project;
b) suspend the payment of Funds for such period as OMAFRA determines
appropriate;
c) reduce the amount of the Funds;
d) cancel all further payment of Funds;
e) demand the repayment of any Funds remaining in the possession or
under the control of the Recipients;
f) demand the repayment of an amount equal to any Funds the Recipients
used for purposes not agreed upon by OMAFRA;
g) demand the repayment of an amount equal to any Funds OMAFRA provided
to the Recipients; and/or
h) terminate the Agreement immediately upon giving Notice to the Recipients.
14.3. Opportunity to Remedy. In addition to its rights provided for
in section 14.2, OMAFRA may provide the Recipients an opportunity
to remedy the Event of Default by providing Notice to the Recipients:
a) of the particulars of the Event of Default; and
b) of the period of time within which the Recipients is required to
remedy the Event of Default.
14.4. Recipients not Remedying. If OMAFRA has provided the Recipients
with an opportunity to remedy the Event of Default pursuant to section
14.3 and:
a) the Recipients do not remedy the Event of Default within the time
period specified in the Notice;
b) it becomes apparent to OMAFRA that the Recipients cannot completely
remedy the Event of Default within the time specified in the Notice
or such further period of time as OMAFRA considers reasonable; or
c) the Recipients are not proceeding to remedy the Event of Default
in a way that is satisfactory to OMAFRA.
OMAFRA may initiate any one or more of the actions provided for in
subsections 14.2 (d), (e), (f), (g) and (h).
14.5. Effective Date. The effective date of any termination under
this Article shall be the last day of the Notice period, the last
day of any subsequent Notice period or immediately, whichever applies.
ARTICLE 15. FUNDS AT THE END OF A FUNDING YEAR
15.1. Funds at the End of a Funding Year. Without limiting any rights
of OMAFRA under Article 14, if the Recipients has not spent all of
the Funds allocated for the Funding Year as provided for in the Budget,
OMAFRA may:
a) demand the return to OMAFRA of the unspent Funds; or
b) adjust the amount of any further instalments of Funds accordingly.
ARTICLE 16. FUNDS UPON EXPIRY
16.1. Funds Upon Expiry. Without limiting any rights of OMAFRA under
Article 14, the Recipients shall, upon expiry of the Agreement, return
to OMAFRA any Funds remaining in its possession or under its control.
ARTICLE 17. REPAYMENT
17.1. Debt Due. If the Recipients owe any monies, including any Funds,
to OMAFRA, whether their return or repayment has been demanded by
OMAFRA or not, such monies shall be deemed to be a debt due and owing
to OMAFRA by the Recipients, and the Recipients shall pay or return
the amount to OMAFRA immediately unless OMAFRA directs otherwise.
17.2. Interest Rate. OMAFRA may charge the Recipients interest on
any monies owing by the Recipients at the then current interest rate
charged by the Province of Ontario on accounts receivable.
17.3. Cheque Payable To. The Recipients shall pay any monies owing
to OMAFRA by cheque payable to the "Ontario Minister of Finance"
and mailed to OMAFRA at the address provided in section 18.1.
ARTICLE 18. NOTICE
18.1. Notice in Writing and Addressed. Notice shall be in writing
and shall be delivered by postage-prepaid mail, personal delivery
or facsimile, and shall be addressed to, OMAFRA and the Recipients
respectively, as set out below:
To OMAFRA:
Ministry of Agriculture, Food and Rural Affairs, 4th Floor
1 Stone Road West
Guelph ON, N1G 4Y2
Attention: Martin Bohl, Director
Rural Community Development Branch
Fax: 519-826-4336
18.2. Notice Given. Notice shall be deemed to have been received:
a) in the case of postage-prepaid mail, five (5) business days after
such Notice is mailed; or
b) in the case of personal delivery or facsimile, one (1) business
day after such Notice is received by the other Party.
18.3. Postal Disruption. Despite subsection 18.2(a), in the event
of a postal disruption,
a) notice by postage-prepaid mail shall not be deemed to be received;
and
b) the Party giving Notice shall provide Notice by personal delivery
or by facsimile.
ARTICLE 19. SEVERABILITY OF PROVISIONS
19.1. Invalidity or Unenforceability of Any Provision. The invalidity
or unenforceability of any provision of the Agreement shall not affect
the validity or enforceability of any other provision of the Agreement.
Any invalid or unenforceable provision shall be deemed to be severed.
ARTICLE 20. WAIVER
20.1. Waivers in Writing. If a Party fails to comply with any term
of the Agreement, that Party may only rely on a waiver of the other
Party if the other Party has provided a written waiver in accordance
with the Notice provisions in Article 18. Any waiver must refer to
a specific failure to comply and shall not have the effect of waiving
any subsequent failures to comply.
ARTICLE 21. INDEPENDENT PARTIES
21.1. Parties Independent. The Recipients acknowledge that they are
not agents, joint venturers, partners or employees of OMAFRA and the
Recipients shall not take any actions that could establish or imply
such a relationship.
ARTICLE 22. ASSIGNMENT OF AGREEMENT OR FUNDS
22.1. No Assignment. The Recipients shall not assign any part of the
Agreement or any Funds without the prior written consent of OMAFRA
which OMAFRA may, in its sole discretion, provide or withhold.
22.2. Agreement to Extend. The rights and obligations contained in
the Agreement shall extend to and be binding on the Parties' respective
heirs, executors, administrators, successors and permitted assigns.
ARTICLE 23. GOVERNING LAW
23.1. Agreement Governed By. The Agreement and the rights, obligations
and relations of the Parties shall be governed by and construed in
accordance with the laws of the Province of Ontario and the applicable
federal laws of Canada. Any actions or proceedings arising in connection
with the Agreement shall be conducted in Ontario.
ARTICLE 24. FURTHER ASSURANCES
24.1. Agreement into Effect. The Parties shall do or cause to be done
all acts or things necessary to implement and carry into effect the
terms of the Agreement to its full extent.
ARTICLE 25. CIRCUMSTANCES BEYOND THE CONTROL OF EITHER PARTY
25.1. Force Majeure Means. For the purposes of the Agreement, "Force
Majeure" means an event that is:
a) beyond the reasonable control of a Party; and
b) makes a Party's performance of its obligations under the Agreement
impossible or so impracticable as reasonably to be considered impossible
in the circumstances.
25.2. Force Majeure Includes. Force Majeure includes:
a) infectious diseases, war, riots and civil disorder;
b) storm, flood, earthquake or other severely adverse weather conditions;
c) confiscation or other similar action by government agencies;
d) lawful act by a public authority; and,
e) strikes, lockouts and other labour actions,
if such events meet the test set out in section 25.1.
25.3. Force Majeure Shall Not Include. Force Majeure shall not include:
a) any event that is caused by the negligence or intentional action
of a Party or such Party's agents or employees;
b) any event that a diligent Party could reasonably have been expected
to:
i) take into account at the time of the execution of the Agreement;
and
ii) avoid or overcome in the carrying out of its obligations under
the Agreement; or
25.4. Failure to Fulfil Obligations. Subject to section 14.1(f), the
failure of either Party to fulfil any of its obligations under the
Agreement shall not be considered to be a breach of, or Event of Default
under, the Agreement to the extent that such failure to fulfill the
obligation arose from an event of Force Majeure, if the Party affected
by such an event has taken all reasonable precautions, due care and
reasonable alternative measures, all with the objective of carrying
out the terms and conditions of the Agreement.
ARTICLE 26. SURVIVAL
26.1. Survival. The provisions in Article 1, sections 4.6(b), 7.1
(to the extent that the Recipients have not provided the Reports/reports),
7.2, 7.3, 7.4, 7.5, 7.6, Articles 8 and 10, sections 12.2, 13.2, 13.3,
14.1, 14.2 (c), (d), (e), (f) and (g), 14.4, Articles 16, 17, 18,
19, 23, 27, 28 and 30, and all applicable definitions, cross-referenced
provisions and Schedules shall continue in full force and effect for
a period of seven (7) years from the date of expiry or termination
of the Agreement.
ARTICLE 27. SCHEDULES
27.1. Schedules. The Agreement includes the following schedules:
a) Schedule A - Project Description (Background, Objective, Scope
and Timelines);
b) Schedule B - Budget and Project Cost Schedule; and
c) Schedule C - Reporting.
ARTICLE 28. ENTIRE AGREEMENT
28.1. Entire Agreement. The Agreement constitutes the entire Agreement
between the Parties with respect to the subject matter contained in
the Agreement and supersedes all prior oral or written representations
and agreements.
28.2. Modification of Agreement. The Agreement may only be amended
by a written agreement duly executed by the Parties.
ARTICLE 29. COUNTERPARTS
29.1. Counterparts. The Agreement may be executed in any number of
counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.
ARTICLE 30. JOINT AND SEVERAL LIABILITY
30.1 Joint and Several Liability. Where the Recipients are comprised
of more than one entity, all such entities shall be jointly and severally
liable to OMAFRA for the fulfillment of the obligations of the Recipients
under the Agreement.
The Parties have executed the Agreement on the dates set out below.
HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO,
as represented by the Minister of Agriculture, Food and Rural Affairs
by:
____________________________________
Name: Martin Bohl Date
Title: Director, Rural Community Development Branch
"lead applicant"
by:
____________________________________
Name: Date
Title:
by:
____________________________________
Name: Date
Title:
I/we have authority to bind the Recipients.
Partner
by:
____________________________________
Name: Date
Title:
I/we have authority to bind the Recipients.
For more information:
Toll Free: 1-888-588-4111
Fax:1-519-826-4336
E-mail: rural.omafra@ontario.ca
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