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between the parties and their agents or representatives, all of which are <br />merged into and revoked by this Agreement with respect to its subject <br />matter. Contact information is as follows: <br />If to Company: <br />Solid Power, Inc. <br />Attn: Alexandra Gold <br />486 S. Pierce Ave. Suite E <br />Louisville, CO 80027 <br />(720) 491-1732 <br />alexandra.gold@solidpowerbattery.com <br />If to City: <br />Louisville City Hall <br />Attn: Economic Development <br />749 Main Street <br />Louisville, CO 80027 <br />303.335.4531 <br />aarond©Iouisvilleco.gov <br />8. Termination. This Agreement shall terminate and become void and of no <br />force or effect upon the City if, by December 31, 2019, Company has not <br />completed the Project as described in Company's application for business <br />assistance (as evidenced by a successful final inspection for the Project); <br />or should fail to comply with any City code. <br />9. Business Termination. In the event Company ceases business operations <br />within the City within five (5) years after the Certificate of Occupancy has <br />been received for the Project, then in such event Company shall pay to the <br />City the total amount of fees and use taxes which were due and payable by <br />Company to the City but were rebated by the City, as well as reimburse the <br />City for any funds provided to Company pursuant to this Agreement. <br />10. Subordination. The City's obligations pursuant to this Agreement are <br />subordinate to the City's obligations for the repayment of any current or <br />future bonded indebtedness and are contingent upon the existence of a <br />surplus in sales and use tax revenues in excess of the sales and use tax <br />revenues necessary to meet such existing or future bond indebtedness. <br />The City shall meet its obligations under this Agreement only after the City <br />has satisfied all other obligations with respect to the use of sales and use <br />tax revenues for bond repayment purposes. For the purposes of this <br />Agreement, the terms "bonded indebtedness," "bonds," and similar terms <br />describing the possible forms of indebtedness include all forms of <br />indebtedness that may be incurred by the City, including, but not limited to, <br />general obligation bonds, revenue bonds, revenue anticipation notes, tax <br />increment notes, tax increment bonds, and all other forms of contractual <br />Page 3 of 5 <br />