R98-172 AUTHORIZING GRANT AGREEMENT

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� , � , The Grantee further agrees to indemnify, save and hold harmiess the Department, its officers, agents and employees against any liability, including costs and expenses associated with the violation of general, proprietary rights, copyrights or rights of privacy of third paxties arising out of the publication, translation, reproduction, delivery; performan�e, use or disposition of . any data developed or furnished under this Agreement or any tibelous or any unlawful matter contained therein. - � _ - �:-�.; � ,-: . B. Governmental Entities. In the event that the Cr-an#ee is a Gouernmental Entity, it will indemnify and hold harmless the Department as set out herein to the extent authorized by federal and/or state constitutions(s) and/or laws. - C. Notice. In the event that any demand or claim relating to the transactions or activities pursuant to this Agreement is made known to either party, the Department and/or the Grantee will notify the other party to this Agreement in writing in an expedient manner. Sectlon 5.7 �VIODIFICATION BY OPERATION OF LAW DISCRETIONARY MODIFICATIONS• BUDGET MODIFICATIONS A. Modifications by Operation of Law. This Agreement is subject to such modifications as the Depa�tment determines may be required by changes in Federal or State law or regulations applicable to this Agreement. Any such required modification shall be incorporated into and be part of this Agreement as if fully set forth herein. The Department shall timely notify the G�antee of any pending implementation of or proposed amendment to such regulations of � which it has notice. . 6. Budeet Modifications. Budget modifications shall be made in accordance with any applicable provisions as specified elsewhere in this Agreement. C. piscretionary Modifications If either the Department or the Grantee wishes to modify the terms of this Agreement other than as set forth in Sections A and B above, written notice of the proposed modification must be given to the other party. No modification will take effect until it is agreed to in writing by both the Department and the Grantee, except that if the Depa�tment notifies the Grantee in writing of a proposed modification without the prior written approval of the Grantee, failure of the Grantee to object in writing, specifying the reasons for the objections, within thirty (30) calendar days from the date of the Department's notice to the Grantee of such proposed modification� the modification will be deemed to be approved by the Grantee. The Department's notice to the Grantee shall contain the Grantee name, Grant number, modification number, purpose of the revision and signature of the Department's director. Section 5.8 �ONFLICT OF INTEREST• INTEREST OF PUBLIC OFFICIALS/EMPLOYEES• BONUS/COMMISSION PROHIBITED• HIRING OF STATE EMPLOYEES PROHIBITED A. Conflict of Interest The Grantee shall establish safeguards to prohibit officers, directors, agents and employees from using positions of employment for a purpose that is, or gives the appearance of, being motivated by a desire for a private gain for themselves or others, particularly those with whom they have family business or other ties. •14•