GRANT REPAYMENT AGREEMENT This Grant Repayment Agreement dated and entered into this 7% day of July, 2014 by and among the Tobacco Region Revitalization Commission (the “Commission”), a political subdivision of the Commonwealth of Virginia, the City of Danville, VA (the “City”), a political subdivision of the Commonwealth of Virginia, and Norhurst, Inc., (the “Company’), a Delaware corporation provides as follows: RECITALS: Pursuant to the terms of a certain Performance Agreement dated August 23, 2012 by and among the Commission, the City, and the Company, a copy of which is attached hereto, the Commission made a certain grant in the amount of $625,000.00 (the “Grant’) to the City in order to support its economic development initiatives, specifically as they relate to a proposed economic development project of the Company. ‘The Commission fully funded the Grant to the City, and the City delivered the Grant funds to the Company for its use and benefit, The Company failed to meet its obligations under Section 3 of the Performance Agreement and, as a result, is in default under the terms thereof. Pursuant to Section 7 of the Performance Agreement, the City is liable for repayment to the Commission of that portion of the Grant determined by the Commission to be due in accordance with the terms of the Performance Agreement. The parties hereto acknowledge and agree that there has been an event of default by Company under the Performance Agreement and that the City is liable for repayment to the Commission for the unearned portion of the Grant. The parties are entering into this Grant Repayment Agreement to confirm their understandings regarding repayment of the Grant amount to the Commission. Now, therefore, for and in consideration of the matters hereinafter set forth and good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Acknowledgement by the City The City and the Company hereby acknowledge their joint and several liability for repayment in full to the Commission of the sum of $312,500.00, which represents the one-half of the Grant amount allocated to employment pursuant to Section 7 b. The City and the Company hereby irrevocably acknowledge that a default exists under the terms of the Performance ‘Agreement and that pursuant to paragraph 7 of the Performance Agreement,the City and the Company are jointly and severally liable and responsible for repayment to the Commission of $312,500.00. 2. Repayment of Grant Amount ‘The City and the Company hereby agree to make repayment of one-half of the Grant amount to the Commission on the following terms: $78,125.00 in cash, certified funds, or in other form acceptable to the Commission on or before August 6, 2015, plus additional payments of $78,125.00 each to the Commission on August 6, 2016, 2017, and 2018. No interest shall be due on. the unreimbursed portion of the Grant provided that timely payments are made on or before the dates hereinabove specified. Default and Repayment In the event of default by either the City or the Company in payment of all or any remaining portion of the Grant funds as a result of failure to make payment of the refund amount on the dates specified in paragraph 2 supra, the entire remaining balance shall be immediately due and payable, together with interest thereon at the rate of six percent (6%) per annum from the date of this Agreement. In addition, the City and the Company shall be jointly and severally liable for payment to the Commission of any and all attorney’s fees and costs incurred by the Commission related to enforcement of its rights under this Agreement and collection of any remaining Grant funds which are incurred as a result of a default hereunder. 4, Entire Agreement. This Agreement constitutes the entire agreement by and among the parties with respect to the matters referenced herein. This Agreement may be hereafter amended or modified only by written agreement signed and executed by all parties hereto. This Agreement shall be construed and enforced in accordance with the laws of the Commonwealth of Virginia. 5. Authorization Each of the parties hereto represents and warrants that all necessary action has been taken by such party to authorize the execution and delivery of this Agreement by such party.6. Notices Any notices required or permitted under this Agreement shall be given in writing and shall be deemed to be received two (2) days after mailing of the same in the United States Mail by certified mail, postage prepaid, or by overnight courier addressed as follows: If to the Commission, to: Tobacco Region Revitalization Commission 701 East Franklin, Suite 501 Richmond, Virginia 23219 Attention: Executive Director If to the City, to: City of Danville, VA 427 Patton Street P.O. Box 3300 Danville, VA 24543 Attention: City Manager If to the Company, to: Norhurst, Inc. 944 Main Street Danville, VA 24543 Attention: Tim NortonIN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the date first written above ‘Tobacco Region Revitalization Commission, a political subdivision of the Commonwealth of Virginia By: Executive Director Date: Commonwealth of Virginia City/County of ‘The foregoing Repayment Agreement was acknowledged before me this _ day of , 2015 by 5 the Executive Director of the Tobacco Region Revitalization Commission. My notary expires: Notary Registration No. Notary PublicCity of Danville, VA, a political subdivision of the Commonwealth of Virginia By: ‘Title: City Manager Commonwealth of Virginia City/County of The foregoing Repayment Agreement was acknowledged before me this ___ day of ___ , 2015 by , the City Manager of Danville, VA, a political subdivision of the Commonwealth of Virginia. My notary expires: Notary Registration No.Norhurst, Inc., a Delaware corporation By: Title: 7 Commonwealth of Virginia City/County of _____ if ‘The foregoing Repayment Agreement was acknowledged before me this day of , 2015 by _ ’ the _ __ of Norhurst, Inc. My notary expires: Notary Registration No. Notary Public