Res 2012-119 - Laserfiche WebLink

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payment of all debts and obligations of the Corporation, the assets of the Corporation shall be distributed to one or more exempt organizations under SECTIONS 510 (c) (6) AND 170 (c) (2) OF THE INTERNAL REVENUE CODE as amended, or any successor provisions, or to the federal, state or local government for lawful purposes. To the extent allowed under said provisions of the Internal Revenue Code and applicable laws, such distribution shall be as follows: such property; 1. Contributed property shall be offered to the member entity that contributed 2. All other property shall be sold and the proceeds of sale distributed to qualifying exempt members in proportion to their financial contributions to the Corporation; 3. All remaining unencumbered funds shall be distributed to qualifying exempt members in proportion to their contributions to the Corporation. D. Authority of Signatories. Each of the persons executing this A g r e e m e n t represents that he or she has full power and authority to execute this Agreement on behalf of the party that person represents. E. Force Majeure. In the event that the performance by either party of any of its obligations under this Agreement is interrupted or delayed by events outside of their control such as acts of God, war, riot, or civil commotion, then the party is excused from such performance for the period of time reasonably necessary to remedy the effects of the events. F. Incorporation of Terms and Conditions. The City and the Corporation agree that the City's Standard Terms and Conditions for Professional Services Agreements, in the form attached as Exhibit A, will apply to this Agreement. In the event of any conflict between the terms of this Agreement and the attached Standard Terms and Conditions, the terms of this Agreement will govern and control.