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Agreement No. 25-912014 <br /> 14.1. Subcontracting/Subrecipients/Delegation.Grantee must not subcontract nor issue a subaward <br /> for any portion of this Agreement nor delegate any duties hereunder without Prior Approval of Grantor.The <br /> requirement for Prior Approval is satisfied if the subcontractor or subrecipient has been identified in the uniform <br /> grant application,such as,without limitation,a Project description,and Grantor has approved. Grantee must <br /> follow all applicable requirements set forth in 2 CFR 200.332. <br /> 14.2. Application of Terms. If Grantee enters into a subaward agreement with a subrecipient,Grantee <br /> must notify the subrecipient of the applicable laws and regulations and terms and conditions of this Award by <br /> attaching this Agreement to the subaward agreement.The terms of this Agreement apply to all subawards <br /> authorized in accordance with Paragraph 14.1. 2 CFR 200.101(b). <br /> 14.3. Liability as Guaranty. Grantee will be liable as guarantor for any Grant Funds it obligates to a <br /> subrecipient or subcontractor pursuant to this ARTICLE in the event Grantor determines the funds were either <br /> misspent or are being improperly held and the subrecipient or subcontractor is insolvent or otherwise fails to <br /> return the funds. 2 CFR 200.345; 30 ILCS 705/6;44 III.Admin.Code 7000.450(a). <br /> ARTICLE XV <br /> NOTICE OF CHANGE <br /> 15.1. Notice of Change.Grantee must notify Grantor if there is a change in Grantee's legal status, FEIN, <br /> UEI,SAM registration status, Related Parties,senior management(for non-governmental grantees only)or <br /> address. If the change is anticipated, Grantee must give thirty(30)days' prior written notice to Grantor. If the <br /> change is unanticipated,Grantee must give notice as soon as practicable thereafter. Grantor reserves the right to <br /> take any and all appropriate action as a result of such change(s). <br /> 15.2. Failure to Provide Notification.To the extent permitted by Illinois law(see Paragraph 21.2), <br /> Grantee must hold harmless Grantor for any acts or omissions of Grantor resulting from Grantee's failure to notify <br /> Grantor as required by Paragraph 15.1. <br /> 15.3. Notice of Impact. Grantee must notify Grantor in writing of any event, including, by not limited <br /> to, becoming a party to litigation, an investigation,or transaction that may have a material impact on Grantee's <br /> ability to perform under this Agreement. Grantee must provide notice to Grantor as soon as possible, but no later <br /> than five(5) days after Grantee becomes aware that the event may have a material impact. <br /> 15.4. Effect of Failure to Provide Notice. Failure to provide the notice described in this ARTICLE is <br /> grounds for termination of this Agreement and any costs incurred after the date notice should have been given <br /> may be disallowed. <br /> ARTICLE XVI <br /> STRUCTURAL REORGANIZATION AND RECONSTITUTION OF BOARD MEMBERSHIP <br /> 16.1. Effect of Reorganization.This Agreement is made by and between Grantor and Grantee,as <br /> Grantee is currently organized and constituted.Grantor does not agree to continue this Agreement,or any license <br /> related thereto,should Grantee significantly reorganize or otherwise substantially change the character of its <br /> corporate structure, business structure or governance structure. Grantee must give Grantor prior notice of any <br /> such action or changes significantly affecting its overall structure or,for non-governmental grantees only, <br /> management makeup (for example,a merger or a corporate restructuring),and must provide all reasonable <br /> documentation necessary for Grantor to review the proposed transaction including financial records and corporate <br /> and shareholder minutes of any corporation which may be involved.Grantor reserves the right to terminate the <br /> Agreement based on whether the newly organized entity is able to carry out the requirements of the Award.This <br /> ARTICLE does not require Grantee to report on minor changes in the makeup of its board membership or <br /> State of Illinois <br /> GRANT AGREEMENT FISCAL YEAR 2026 <br /> Page 18 of 43 <br />