R2022-205 Resolution Authorizing a Fiscal Sponsorship Agreement between the City of Decatur and T/CCI Manufacturing

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11. Grantee shall advise any sub-grantee of funds awarded through this Agreement of the requirements imposed on them by federal and state laws and regulations,and the provisions of this Agreement. The terms of this Agreement(the City's agreement with DCEO)shall apply to all subawards authorized in accordance with Paragraph 17.1 —2 CFR 200.101(b)(2). 12. This Agreement shall supersede any prior oral or written understandings or communications between the parties and constitutes the entire agreement of the parties with respect to the subject matter hereof. This Agreement may not be amended or modified, except in a writing signed by both parties hereto. 13. Grantee certifies and agrees that it does now and shall continue to maintain for the term of the grant agreement general liability insurance covering its operations,automobile operations and premises. 14. Grantee agrees that it shall comply with all federal, state, and local regulations, including but not limited to all applicable OSHA/ILOSHA requirements and the Americans with Disabilities Act. 15. This Agreement is binding on the Sponsor and the Grantee, their successors, and assigns. Neither the Sponsor nor the Grantee will assign or transfer its interest in this Agreement without the prior written consent of the other. 16. Grantee is responsible for all applicable state and federal payroll taxes and agrees to indemnify and protect the Sponsor against such liability. 17. Grantee will conform to the code of ethics of its national(or if none, state or local)professional association. 18. This Agreement shall be interpreted and enforced under the laws of Illinois without regard to its rules on conflicts of law. The parties agree that the sole forum for litigation arising out of this Agreement shall be in Macon County, Illinois. Sponsor and the Grantee agree to cooperate in good faith in all matters relating to this Agreement, to communicate openly and honestly, and generally to attempt to avoid disputes in connection with the Agreement. Sponsor and the Grantee agree to use their best efforts to resolve any dispute in a fair and equitable manner before instituting litigation. 19. If any provision hereof is determined to be invalid or unenforceable the remaining provisions hereof shall not be affected and shall remain in force. IN WITNESS WHEREOF,the parties have executed this Grant Agreement, effective on December 5,2022. Sponsor Grantee Signature Signature Kara Demirjian Huss Printed Namer Printed Name Vice President �� I��C��lIUGIC Y Title U 0 Title � 1+t, o� bac C-,+U f TCCI Manufacturing Organization Organization