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documentation in reasonable detail (hereinafter "Expenditure Report") showing expenditures made by
<br />Recipient pursuant to this Agreement and a demonstration that the funds were used only for the
<br />purposes authorized by this Agreement. Recipient shall maintain books of account with correct entries
<br />of all expenditures that are made according to the terms of this Agreement and of any funds from other
<br />sources. Any and all books of account of Recipient shall be open to the inspection of LPDC or any its
<br />officers or duly authorized agents on reasonable prior notice during normal working hours; provided,
<br />however, that LPDC shall not conduct more than two such inspections in any calendar year. Any such
<br />inspection shall be conducted in a manner that will not unreasonable disrupt Recipient's operations.
<br />Upon such inspection and with appropriate measures to protect Recipient's confidential business
<br />information, LPDC, or its officers or agents shall be afforded the opportunity to make photographic
<br />copies of any and all documentation of books of account, including but not limited to statements of
<br />account relating to the disposition of funds provided by LPDC under this Agreement and any funds from
<br />other sources. Recipient shall maintain such books of account in Texas for a period of three (3) years
<br />following receipt of the last cash incentive disbursement by the LPDC, pursuant to Article I of this
<br />Agreement. Notwithstanding Article 1, above, the LPDC shall be under no obligation to make any fund
<br />disbursements if Recipient fails to provide an Expenditure Report.
<br />ARTICLE VII
<br />Recipient also acknowledges that LPDC may seek a lien against the property owned or leased
<br />by Recipient made the subject of this Agreement and located at 1230 Independence Parkway, in the
<br />Battleground Industrial District, to secure repayment, if necessary, and may enforce this Agreement by
<br />any and all other remedies available in law and equity.
<br />ARTICLE VIII
<br />This Agreement does not create any joint venture, partnership, or agency relationship between
<br />the LPDC and Recipient. Recipient shall have exclusive control of, and the exclusive right to control
<br />the details of, the work to be performed by Recipient hereunder and all personnel performing same,
<br />and shall be solely responsible for the acts and omissions of its officers, members, agents, servants,
<br />employees, subcontractors, program participants, volunteers, licensees, and invitees. In no event shall
<br />any person participating in or performing any of Recipient's duties or responsibilities hereunder be
<br />considered an officer, agent, servant, or employee of the LPDC.
<br />ARTICLE IX
<br />Recipient agrees to assume and does hereby assume all responsibility and liability for damages
<br />sustained by persons or property, whether real or asserted, by or from the carrying on of work by
<br />Recipient or in the performance of services performed and to be performed by Recipient hereunder.
<br />Recipient covenants and agrees to, and does hereby indemnify, defend, and hold harmless LPDC and
<br />all their respective officers, agents, and employees from all suits, actions, claims, and expenses of any
<br />character, including attorney's fees, brought for or incurred on account of any injuries or damages,
<br />whether real or asserted, sustained by any person or property by or in consequence of any intentional
<br />or negligent act, omission, or conduct of Recipient, its agents, servants or employees and in the course
<br />of performance by LPDC and Recipient under this Agreement.
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