R2026-77 Resolution Authorizing Execution of a Purchasing Order between the City of Decatur, Illinois and Bridgestone Americas Tire Operations, LLC for Tire Lease for Transit Buses

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Tire Lease Agreement IFB TR 2025-01 in any way connected with this Agreement whether any such damage was foreseeable by Bridgestone or the City. 15. SECURITY INTEREST For the purpose of securing payment of all sums that may be owed by Operator to Bridgestone, including but not limited to payment for mileage run and for any tires required to be purchased by Operator hereunder,Operator hereby grants to Bridgestone a security interest in and to any tires or equipment furnished by Bridgestone in which Operator, by virtue of present or future laws or the operation of this Agreement, has or is deemed to have an interest, wherever the same may be,and in any proceeds from the sale or other disposition of said tires or equipment. Operator further agrees to join in the execution, execute,or cause to be executed at any time such Financing Statements,Continuation Statements,and other documents as Bridgestone shall deem necessary or advisable to protect its rights in and to any goods leased hereunder and/or perfect or continue perfected the security interest given in this Agreement. 16.AUDIT AND INSPECTION OF RECORDS. Bridgestone shall permit the authorized representatives of the City,the State of Illinois,the Federal Transit Administration and the U.S. Comptroller General, at any reasonable time during business hours,to inspect and audit all non-proprietary data and records of Bridgestone relating to its performance under the Agreement, and to copy or reproduce by any means whatsoever non-proprietary excerpts and transcriptions as reasonably needed. Bridgestone agrees to maintain all books, records,accounts and reports required under this Agreement for a period of not less than three(3)years after the date of termination or expiration of this Agreement,except in the event of litigation or settlement of claims arising from the performance of this Agreement, in which case Bridgestone agrees to maintain same until all interested parties have disposed of all such litigation, appeals,claims or exceptions related thereto. [Reference 49 C.F.R. §18.39(i)(11).] 17. SEVERABILITY. Should any provision or portion of this Agreement be declared to be uncon- stitutional, invalid,or beyond the authority of either party to enter into or carry out, under any applicable statute or rule of law, such provision or portion shall be deemed stricken,and such decision shall not affect the validity of the remainder of this Agreement,which shall continue in full force and effect. 18. VENUE AND JURISDICTION. Subject to Federal Law requirements,all work done pursuant to this Agreement shall be governed,construed, interpreted and controlled by the laws of the State of Illinois, and any actions related to this Agreement must be filed in a Federal court in the State of Illinois capable of hearing the case. 19. FAILURE TO ENFORCE.The failure of either party to this Agreement to enforce at any time any of the provisions of this Agreement shall not be construed to be a waiver of such provisions or to affect the validity of this Agreement,or the right of either party to enforce each provision hereof. 20. FINANCIAL ASSISTANCE. This Agreement is subject to the funding and approval of the US Department of Transportation, Federal Transit Administration(FTA)and the Illinois Department of Transportation(IDOT),and is subject to financial assistance contracts between the City of Decatur and the Illinois Department of Transportation and the US Department of Transportation, Federal Transit Administration. The City will promptly terminate this Contract in the event of funding unavailability and will, upon termination,pay for all unused mileage in the tires at a cost calculated in accordance with the contract's formula for valuing a tire and take title to such tires on an"as is"basis. 21. REQUIRED CLAUSES. Bridgestone shall comply with all applicable Federal Transit Administration (FTA)regulations including, but not limited to those listed in,"Required Clauses."Federal requirements may change and the changed requirements shall apply to the project as required,unless the Federal 7