R2022-46 Resolution Authorizing Acceptance of Intergovernmental Grant Agreement Between the State of Illinois Department of Commerce and Economic Opportunity and the City of Decatur, Illinois

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Agreement No 21-203195 26.3. Exhibits and Attachments.Exhibits A through G PART TWO,PART THREE,if applicable,and all other exhibits and attachments hereto are incorporated herein in their entirety. 26.4. Assignment Prohibited.Grantee acknowledges that this Agreement may not be sold,assigned,or transferred in any manner by Grantee,to include an assignment of Grantee's rights to receive payment hereunder, and that any actual or attempted sale,assignment,or transfer by Grantee without the Prior Approval of Grantor in writing shall render this Agreement null,void and of no further effect. 26.5. Amendments.This Agreement may be modified or amended at any time during its Term by mutual consent of the Parties,expressed in writing and signed by the Parties. 26.6. Severability.If any provision of this Agreement is declared invalid,its other provisions shall not be affected thereby. 26.7. No Waiver. No failure of either Party to assert any right or remedy hereunder will act as a waiver of either Party's right to assert such right or remedy at a later time or constitute a course of business upon which either Party may rely for the purpose of denial of such a right or remedy. 26.8. Applicable Law;Claims.This Agreement and all subsequent amendments thereto,if any,shall be governed and construed in accordance with the laws of the state of Illinois. Any claim against Grantor arising out of this Agreement must be filed exclusively with the Illinois Court of Claims. 705 ILCS 505/1 et seq. Grantor does not waive sovereign immunity by entering into this Agreement. 26.9. Compliance with Law.This Agreement and Grantee's obligations and services hereunder are hereby made and must be performed in compliance with all applicable federal and State laws,including,without limitation,federal regulations,State administrative rules,including 44 III.Admin.Code 7000,and any and all license requirements or professional certification provisions. 26.10. Compliance with Confidentiality Laws.If applicable,Grantee shall comply with applicable state and federal statutes,federal regulations and Grantor administrative rules regarding confidential records or other information obtained by Grantee concerning persons served under this Agreement.The records and information shall be protected by Grantee from unauthorized disclosure. 26.11. Compliance with Freedom of Information Act.Upon request,Grantee shall make available to Grantor all documents in its possession that Grantor deems necessary to comply with requests made under the Freedom of Information Act.(5 ILCS 140/7(2)). 26.12. Precedence. (a) Except as set forth in subparagraph(b),below,the following rules of precedence are controlling for this Agreement: In the event there is a conflict between this Agreement and any of the exhibits or attachments hereto,this Agreement shall control.In the event there is a conflict between PART ONE and PART TWO or PART THREE of this Agreement,PART ONE shall control.In the event there is a conflict between PART TWO and PART THREE of this Agreement,PART TWO shall control. In the event there is a conflict between this Agreement and relevant statute(s)or rule(s),the relevant statute(s) or rule(s)shall control. (b) Notwithstanding the provisions in subparagraph(a),above,if a relevant federal or state statute(s)or rule(s)requires an exception to this Agreement's provisions,or an exception to a requirement in this Agreement is granted by GATU,such exceptions must be noted in PART TWO or PART THREE,and in such cases,those requirements control. State of Illinois INTER-GOVERNMENTAL GRANT AGREEMENT FISCAL YEAR 2022/3 4 21 Page 24 of 47