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Home My WebLink About24-284 Resolution No. 24-284 RESOLUTION RATIFYING THE ACCEPTANCE OF A GRANT FROM THE STATE OF ILLINOIS, DEPARTMENT OF COMMERCE AND ECONOMIC OPPORTUNITY AND RATIFYING THE EXECUTION OF A GRANT AGREEMENT RELATING THERETO IN CONNECTION WITH THE 2023 NIGHTMARE ON CHICAGO STREET EVENT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that it accepts a grant from the State of Illinois, Department of Commerce and Economic Opportunity in the amount of$191,651 and hereby ratifies and approves David J. Kaptain, Mayor, accepting such grant on behalf of the City of Elgin. BE IT FURTHER RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that it hereby ratifies and approves the execution of a Grant Agreement on behalf of the City of Elgin by David J. Kaptain, Mayor, with the State of Illinois, Department of Commerce and Economic Opportunity in connection with the 2023 Nightmare on Chicago Street Event, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: December 18, 2024 Adopted: December 18, 2024 Vote: Yeas: 9 Nays: 0 Attest: s/ Kimberly Dewis Kimberly Dewis, City Clerk F.y JIB► ELGIN THE CITY IN THE SUBURBS MEMORANDUM To: Mayor and City Council Members From: Richard G. Kozal, City Manager Date: 18 December 2024 Re: Resolution Accepting Grant Award — Illinois Department of Commerce and Economic Opportunity (DCEO) Grant in the amount of$191,651 for Nightmare on Chicago Street Event 2023 The city of Elgin secured state grant funding in the amount of $191,651 for the Nightmare on Chicago Street Event held in 2023. The Tourism Attractions & Festivals Grant Program provides funding to local governments in Illinois for developing tourism attractions and events,with a focus on supporting the safe reopening of the tourism industry post-COVID 19. The grant is being administered by the Illinois Department of Commerce and Economic Opportunity (DCEO) and allows retroactive coverage for pre-award costs starting from June 21, 2023. Grant funds will help cover increased costs for hosting NOCS in 2023, particularly for equipment rentals and ticketing operations, which have significantly risen since 2019. The 50- page grant award is attached for reference. The attached resolution of the city council's acceptance of the $191,651 DCEO grant award establishes a public record of the city council's consent to accept the grant. RGK Attachment c. Debra K. Nawrocki, Chief Financial Officer Amanda Harris, Director of Cultural Arts and Special Events Christopher J. Beck, Corporation Counsel Agreement No. 24-411095 1,1 / 1 GRANT AGREEMENT BETWEEN THE STATE OF ILLINOIS, DEPARTMENT OF COMMERCE AND ECONOMIC OPPORTUNITY AND City of Elgin The parties to this Grant Agreement(Agreement)are the State of Illinois(State),acting through the undersigned agency(Grantor)and City of Elgin(Grantee)(collectively,the"Parties"and individually,a"Party").The Agreement, consisting of the signature page,the parts listed below,and any additional exhibits or attachments referenced in this Agreement,constitute the entire agreement between the Parties. No promises,terms,or conditions not recited,incorporated or referenced herein,including prior agreements or oral discussions,are binding upon either Grantee or Grantor. PART ONE—The Uniform Terms Article I Definitions Article II Award Information Article III Grantee Certifications and Representations Article IV Payment Requirements Article V Scope of Award Activities/Purpose of Award Article VI Budget Article VII Allowable Costs Article VIII Lobbying Article IX Maintenance and Accessibility of Records; Monitoring Article X Financial Reporting Requirements Article XI Performance Reporting Requirements Article XII Audit Requirements Article XIII Termination; Suspension; Non-compliance Article XIV Subcontracts/Subawards Article XV Notice of Change Article XVI Structural Reorganization and Reconstitution of Board Membership Article XVII Conflict of Interest Article XVIII Equipment or Property Article XIX Promotional Materials; Prior Notification Article XX Insurance Article XXI Lawsuits and Indemnification Article XXII Miscellaneous Exhibit A Project Description Exhibit B Deliverables or Milestones Exhibit C Contact Information Exhibit D Performance Measures and Standards Exhibit E Specific Conditions PART TWO— Grantor-Specific Terms PART THREE— Project-Specific Terms State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 1 of 45 Agreement No. 24-411095 The Parties or their duly authorized representatives hereby execute this Agreement. ILLINOIS DEPARTMENT OF COMMERCE AND CITY OF ELGIN ECONOMIC OPPORTUNITY By: By: 417e1: 1 - Signature of Kristin A.Richards,Director Signature of Autho 'ed Resenttative Date: Date: `?/ i' !,vti) Printed Name: David Kaptain By: Signature of Designee Printed Title: Mayor Date: Email: mayor@cityofelgin.org Printed Name: Printed Title: Designee By: By: Signature of Second Grantor Approver,if applicable Signature of Second Grantee Approver,if applicable Date: Date: Printed Name: Printed Name: Printed Title: Printed Title: Second Grantor Approver Second Grantee Approver (optional at Grantee's discretion) By: Signature of Third Grantor Approver,if applicable Date: Printed Name: Printed Title: Third Grantor Approver State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 2 of 45 Agreement No. 24-411095 PART ONE—THE UNIFORM TERMS ARTICLE I DEFINITIONS 1.1. Definitions.Capitalized words and phrases used in this Agreement have the meanings stated in 2 CFR 200.1 unless otherwise stated below. "Allowable Costs"has the same meaning as in 44 III.Admin.Code 7000.30. "Award"has the same meaning as in 44 III.Admin.Code 7000.30. "Budget"has the same meaning as in 44 III.Admin.Code 7000.30. "Catalog of State Financial Assistance"or"CSFA"has the same meaning as in 44 III.Admin.Code 7000.30. "Close-out Report"means a report from the Grantee allowing Grantor to determine whether all applicable administrative actions and required work have been completed,and therefore closeout actions can commence. "Conflict of Interest'has the same meaning as in 44 III.Admin.Code 7000.30. "Cooperative Research and Development Agreement"has the same meaning as in 15 USC 3710a. "Direct Costs"has the same meaning as in 44 III.Admin.Code 7000.30. "Financial Assistance"has the same meaning as in 44 III.Admin.Code 7000.30. "GATU"has the same meaning as in 44 III.Admin.Code 7000.30. "Grant Agreement"has the same meaning as in 44 III.Admin.Code 7000.30. "Grantee Compliance Enforcement System"has the same meaning as in 44 III.Admin.Code 7000.30. "Grant Funds"means the Financial Assistance made available to Grantee through this Agreement. "Grantee Portal"has the same meaning as in 44 III.Admin.Code 7000.30. "Indirect Costs"has the same meaning as in 44 III.Admin.Code 7000.30. "Indirect Cost Rate"means a device for determining in a reasonable manner the proportion of Indirect Costs each Program should bear.It is a ratio(expressed as a percentage)of the Indirect Costs to a Direct Cost base. If reimbursement of Indirect Costs is allowable under an Award,Grantor will not reimburse those Indirect Costs unless Grantee has established an Indirect Cost Rate covering the applicable activities and period of time,unless Indirect Costs are reimbursed at a fixed rate. "Indirect Cost Rate Proposal"has the same meaning as in 44 III.Admin.Code 7000.30. "Obligations"has the same meaning as in 44 III.Admin.Code 7000.30. "Period of Performance"has the same meaning as in 44 III.Admin.Code 7000.30. "Prior Approval"has the same meaning as in 44 III.Admin.Code 7000.30. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 3 of 45 Agreement No. 24-411095 "Profit"means an entity's total revenue less its operating expenses,interest paid,depreciation,and taxes. "Profit"is synonymous with the term"net revenue." "Program"means the services to be provided pursuant to this Agreement. "Program"is used interchangeably with "Project." "Program Costs"means all Allowable Costs incurred by Grantee and the value of the contributions made by third parties in accomplishing the objectives of the Award during the Term of this Agreement. "Related Parties"has the meaning set forth in Financial Accounting Standards Board(FASB)Accounting Standards Codification(ASC)850-10-20. "SAM"has the same meaning as in 44 III.Admin.Code 7000.30. "State-issued Award"means the assistance that a grantee receives directly from a State agency. The funding source of the State-issued Award can be federal pass-through,State or a combination thereof."State- issued Award"does not include the following: • contracts issued pursuant to the Illinois Procurement Code that a State agency uses to buy goods or services from a contractor or a contract to operate State government-owned,contractor-operated facilities; • agreements that meet the definition of"contract"under 2 CFR 200.1 and 2 CFR 200.331,which a State agency uses to procure goods or services but are exempt from the Illinois Procurement Code due to an exemption listed under 30 ILCS500/1-10,or pursuant to a disaster prodamation,executive order,or any other exemption permitted by law; • amounts received for services rendered to an individual; • Cooperative Research and Development Agreements; • an agreement that provides only direct cash assistance to an individual; • a subsidy; • a loan; • a loan guarantee;or • insurance. "Illinois Stop Payment List"has the same meaning as in 44 III.Admin.Code 7000.30. "Unallowable Cost"has the same meaning as in 44 III.Admin.Code 7000.30. "Unique Entity Identifier"or"UEI"has the same meaning as in 44 III.Admin.Code 7000.30. ARTICLE II AWARD INFORMATION 2.1. Term.This Agreement is effective on 07/01/2024 and expires on 06/30/2025(the Term),unless terminated pursuant to this Agreement. 2.2. Amount of Agreement.Grant Funds must not exceed$191,651.00,of which$0.00 are federal funds.Grantee accepts Grantor's payment as specified in this ARTICLE. 2.3. Payment.Payment will be made as follows(see additional payment requirements in ARTICLE IV; additional payment provisions specific to this Award may be included in PART TWO or PART THREE): State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 4 of 45 Agreement No. 24-411095 The Award amount listed in Paragraph 2.2 is not a guarantee of payment,and Grantee's receipt of Grant Funds is contingent upon all terms and conditions of this Agreement. Reimbursement Payments to the Grantee are subject to the Grantee's submission and certification of eligible costs and any documentation as required by the Grantor. Payment shall be initiated upon the Grantor's approval of eligible costs and cash amount requested for reimbursement of those costs. 2.4. Award Identification Numbers. If applicable,the Federal Award Identification Number(FAIN) is N/A,the federal awarding agencyis N/A,and the Federal Award date is N/A. If applicable,the Assistance Listing Program Title is N/A and Assistance Listing Number is N/A. The Catalog of State Financial Assistance(CSFA) Number is 420-27-2645 and the CSFA Name is Tourism Attractions & Festivals Grant Program. If applicable, the State Award Identification Number(SAIN)is 2645-42328. ARTICLE III GRANTEE CERTIFICATIONS AND REPRESENTATIONS 3.1. Registration Certification. Grantee certifies that: (i) it is registered with SAM and NX1VYN6MFXU9 is Grantee's correct UEI;(ii)it is in good standing with the Illinois Secretary of State,if applicable; and(iii)Grantee has successfully completed the annual registration and prequalification through the Grantee Portal. Grantee must remain current with these registrations and requirements.If Grantee's status with regard to any of these requirements changes,or the certifications made in and information provided in the uniform grant application changes,Grantee must notify Grantor in accordance with ARTICLE XV. 3.2. Tax Identification Certification.Grantee certifies that: 366005862 is Grantee's correct federal employer identification number(FEIN)or Social Security Number.Grantee further certifies,if applicable: (a)that Grantee is not subject to backup withholding because (i)Grantee is exempt from backup withholding,or(ii) Grantee has not been notified by the Internal Revenue Service(IRS)that Grantee is subject to backup withholding as a result of a failure to report all interest or dividends,or(iii)the IRS has notified Grantee that Grantee is no longer subject to backup withholding;and(b)Grantee is a U.S.citizen or other U.S.person. Grantee is doing business as a(check one): Individual Pharmacy-Non Corporate Sole Proprietorship Pharmacy/Funeral Home/Cemetery Corp. Partnership Tax Exempt Corporation(includes Not For Profit) Limited Liability Company(select applicable tax Medical Corporation classification) X Governmental Unit P= partnership Estate or Trust C=corporation If Grantee has not received a payment from the State of Illinois in the last two years,Grantee must submit a W-9 tax form with this Agreement. 3.3. Compliance with Uniform Grant Rules. Grantee certifies that it must adhere to the applicable Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards,which are published in Title 2,Part 200 of the Code of Federal Regulations(2 CFR Part 200)and are incorporated herein by reference. 44 III.Admin.Code 7000.40(c)(1)(A). The requirements of 2 CFR Part 200 apply to the Grant Funds awarded through this Agreement,regardlessof whether the original source of the funds is State or federal,unless an exception is noted in federal or State statutes or regulations. 30 ILCS 708/5(b). State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 5 of 45 Agreement No. 24-411095 3.4. Representations and Use of Funds.Grantee certifies under oath that(1)all representations made in this Agreement are true and correct and(2)all Grant Funds awarded pursuant to this Agreement must be used only for the purpose(s)described herein.Grantee acknowledges that the Award is made solely upon this certification and that any false statements,misrepresentations,or material omissions will be the basis for immediate termination of this Agreement and repayment of all Grant Funds. 3.5. Specific Certifications.Grantee is responsible for compliancewith the enumerated certifications in this Paragraph to the extent that the certifications apply to Grantee. (a) Bribery.Grantee certifies that it has not been convicted of bribery or attempting to bribe an officer or employee of the State of Illinois,nor made an admission of guilt of such conduct which is a matter of record. (b) Bid Rigging.Grantee certifiesthat it has not been barred from contracting with a unit of State or local government as a result of a violation of Paragraph 33E-3 or 33E-4 of the Criminal Code of 2012 (720 ILCS 5/33E-3 or 720 ILCS 5/33E-4,respectively). (c) Debt to State. Grantee certifies that neither it,nor its affiliate(s),is/are barred from receiving an Award because Grantee,or its affiliate(s),is/are delinquent in the payment of any debt to the State,unless Grantee,or its affiliate(s),has/have entered into a deferred payment plan to pay off the debt. (d) International Boycott. Grantee certifies that neither it nor any substantially owned affiliated company is participating or will participate in an international boycott in violation of the provision of the Anti-Boycott Act of 2018,Part II of the Export Control Reform Act of 2018(50 USC 4841 through 4843),and the anti-boycott provisions set forth in Part 760of the federal Export Administration Regulations(15 CFR Parts 730 through 774). (e) Discriminatory Club Dues or Fees. Grantee certifies that it is not prohibited from receiving an Award because it pays dues or fees on behalf of its employees or agents,or subsidizes or otherwise reimburses employees or agents for payment of their dues or fees to any clubwhich unlawfully discriminates(775 ILCS 25/2). (f) Pro-ChildrenAct.Grantee certifies that it is in compliancewith the Pro-Children Act of 2001 in that it prohibits smoking in any portion of its facility used for the provision of health,day care, early childhood development services,education or library services to children under the age of eighteen (18)(except such portions of the facilities which are used for inpatient substance abuse treatment)(20 USC 7181-7184). (g) Drug-Free Workplace.If Grantee is not an individual,Grantee certifies it will provide a drug free workplace pursuant to the Drug Free Workplace Act. 30 ILCS 580/3. If Grantee is an individual and this Agreement is valued at more than$5,000,Grantee certifies it will not engage in the unlawful manufacture,distribution,dispensation,possession,or use of a controlled substance during the performance of the Agreement. 30 ILCS 580/4.Grantee further certifies that if it is a recipient of federal pass-through funds,it is in compliance with the government-wide requirements for a drug-free workplace as set forth in 41 USC 8103. (h) Motor Voter Law.Grantee certifies that it is in full compliance with the terms and provisions of the National Voter Registration Act of 1993(52 USC 20501 et seq.). (i) Clean Air Act and Clean Water Act. Grantee certifies that it is in compliance with all applicable standards,orders or regulations issued pursuant to the Clean Air Act(42 USC 7401 et seq.)and the Federal Water Pollution Control Act,as amended(33 USC 1251 et seq.). State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 6 of 45 Agreement No. 24-411095 (j) Debarment. Grantee certifies that it is not debarred,suspended,proposed for debarment or permanent inclusion on the Illinois Stop Payment List,declared ineligible,or voluntarily excluded from participation in this Agreement by any federal department or agency(2 CFR 200.205(a)),or by the State(30 ILCS 708/25(6)(G)). (k) Non-procurement Debarmentand Suspension.Grantee certifies that it is in compliance with Subpart C of 2 CFR Part 180 as supplemented by 2 CFR Part 376,Subpart C. (I) Health Insurance Portability and Accountability Act. Grantee certifies that it is in compliance with the Health Insurance Portability and Accountabilty Act of 1996(HIPAA)(Public Law No. 104-191,45 CFR Parts 160,162 and 164,and the Social SecurityAct,42 USC 1320d-2 through 1320d-7),in that it may not use or disclose protected health information other than as permitted or required by law and agrees to use appropriate safeguards to prevent use or disclosure of the protected health information.Grantee must maintain,for a minimum of six(6)years,all protected health information. (m) Criminal Convictions. Grantee certifies that: (i) Neither it nor a managerial agent of Grantee(for non-governmental grantees only, this includes any officer,director or partner of Grantee)has been convicted of a felony under the Sarbanes-Oxley Act of 2002,nor a Class 3 or Class 2 felony under Illinois Securities Law of 1953, or that at least five (5)years have passed since the date of the conviction;and (ii) It must disclose to Grantorall violations of criminal law involving fraud,bribery or gratuity violations potentially affecting this Award.Failure to disclose may result in remedial actions as stated in the Grant Accountabilityand Transparency Act.30 ILCS708/40. Additionally, if Grantee receivesover$10 million in total federal Financial Assistance,during the period of this Award,Grantee must maintain the currency of information reported to SAM regarding civil, criminal or administrative proceedingsas required by 2 CFR 200.113 and Appendix XII of 2 CFR Part 200,and 30 ILCS 708/40. (n) Federal Funding Accountability and Transparency Act of 2006(FFATA).Grantee certifies that it is in compliance with the terms and requirements of 31 USC 6101 with respect to Federal Awards greater than or equal to$30,000.A FFATA subaward report must be filed by the end of the month following the month in which the award was made. (o) Illinois Works Review Panel.For Awards made for public works projects,as defined in the Illinois Works Jobs Program Act,Grantee certifies that it and any contractor(s)or subcontractor(s)that performs work using funds from this Award,must,upon reasonable notice,appear before and respond to requests for information from the Illinois Works Review Panel. 30 ILCS 559/20-25(d). (p) Anti-Discrimination. Grantee certifies that its employees and subcontractors under subcontract made pursuant to this Agreement,must comply with all applicable provisions of State and federal laws and regulations pertaining to nondiscrimination,sexual harassment and equal employment opportunity including,but not limited to:Illinois Human Rights Act(775 ILCS 5/1-101 et seq.),including, without limitation,44 III.Admin.Code 750-Appendix A,which is incorporated herein; Public Works Employment DiscriminationAct(775 ILCS 10/1 et seq.); Civil Rights Act of 1964(as amended)(42 USC 2000a-2000h-6);Section 504 of the Rehabilitation Act of 1973(29 USC 794);Americans with Disabilities Act of 1990(as amended)(42 USC 12101 et seq.);and the Age Discrimination Act of 1975(42 USC 6101 et seq.). (q) Internal Revenue Code and Illinois Income Tax Act.Grantee certifies that it complies with all provisions of the federal Internal Revenue Code(26 USC 1),the Illinois IncomeTax Act(35 ILCS 5), State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 7 of 45 Agreement No. 24-411095 and all regulations and rules promulgated thereunder,including withholding provisions and timely deposits of employee taxes and unemployment insurance taxes. ARTICLE IV PAYMENT REQUIREMENTS 4.1. Availability of Appropriation: Sufficiency of Funds.This Agreement is contingent upon and subject to the availability of sufficient funds.Grantor may terminate or suspend this Agreement,in whole or in part,without penalty or further payment beingrequired,if(i)sufficient funds for this Agreement have not been appropriated or otherwise made available to Grantor by the State or the federalfunding source,(ii)the Governor or Grantor reserves funds,or(iii)the Governor or Grantor determines that funds will not or may not be available for payment.Grantor must provide notice,in writing,to Grantee of any such funding failure and its election to terminate or suspend this Agreement as soon as practicable.Any suspension or termination pursuant to this Paragraph will be effective upon the date of the written notice unless otherwise indicated. 4.2. Pre-Award Costs. Pre-award costs are not permitted unless specifically authorized by Grantor in Exhibit A,PARTTWO or PARTTHREE of this Agreement. If they are authorized,pre-award costs must be charged to the initial Budget Period of the Award,unless otherwise specified by Grantor.2 CFR 200.458. 4.3. Return of Grant Funds.Grantee must liquidate all Obligations incurred under the Award within forty-five(45)days of the end of the Period of Performance,or in the case of capital improvement Awards,within forty-five(45)days of the end of the time period the Grant Funds are available for expenditure or obligation, unless Grantor permits a longer period in PART TWO OR PART THREE. Grantee must return to Grantor within forty-five(45)days of the end of the applicable time period as set forth in this Paragraph all remaining Grant Funds that are not expended or legally obligated. 4.4. Cash Management ImorovementAct of 1990.Unless notified otherwise in PART TWO or PART THREE,Grantee must manage federal funds received under this Agreement in accordance with the Cash Management Improvement Act of 1990(31 USC 6501 et seq.)and any other applicable federal laws or regulations. 2 CFR 200.305;44 III.Admin.Code 7000.120. 4.5. PavmentstoThird Parties.Grantor will have no liability to Grantee when Grantor acts in good faith to redirect all or a portion of any Grantee payment to a third party.Grantor will be deemed to have acted in good faith when it is in possession of information that indicates Grantee authorized Grantor to intercept or redirect payments to a third party or when so ordered by a court of competent jurisdiction. 4.6. Modifications to Estimated Amount.If the Agreement amount is established on an estimated basis,then it may be increased by mutual agreement at any time during the Term.Grantor may decrease the estimated amount of this Agreement at any time during the Term if(i)Grantor believes Grantee will not use the funds during the Term,(ii)Grantor believes Grantee has used Grant Funds in a manner that was not authorized by this Agreement,(iii)sufficient fundsfor this Agreement have not been appropriated or otherwise made available to Grantor by the State or the federal funding source,(iv)the Governor or Grantor reserves funds,or (v)the Governor or Grantor determines that funds will or may not be available for payment.Grantee will be notified,in writing,of any adjustment of the estimated amount of this Agreement. In the event of such reduction,services provided by Grantee under Exhibit A may be reduced accordingly. Grantor must pay Grantee for work satisfactorily performed prior to the date of the notice regarding adjustment.2 CFR 200.308. 4.7. Interest. (a) All interest earned on Grant Funds held by a Grantee will be treated in accordance with 2 CFR 200.305(b)(9),unless otherwise provided in PART TWO or PART THREE. Grantee must remit annually any amount due in accordance with 2 CFR 200.305(b)(9)or to Grantor,as applicable. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 8 of 45 Agreement No. 24-411095 (b) Grant Funds must be placed in an insured account,whenever possible,that bears interest,unless exempted under 2 CFR 200.305(b)(8). 4.8. Timely Billing Reauired.Grantee must submit any payment request to Grantor within fifteen(15) days of the end of the quarter,unless another billing schedule is specified in ARTICLE II,PART TWO,or PART THREE. Failure to submit such payment request timely will render the amounts billed Unallowable Costs which Grantor cannot reimburse.In the event that Grantee is unable,for good cause,to submit its payment request timely,Grantee shall timely notifyGrantor and may request an extension of time to submit the payment request. Grantor's approval of Grantee's request for an extension shall not be unreasonably withheld. 4.9. Certification. Pursuant to 2 CFR 200.415,each invoice and report submitted by Grantee(or subrecipient)must contain the following certification by an official authorized to legally bind Grantee(or subrecipient): By signing this report[or payment request or both],I certify to the best of my knowledge and belief that the report[or payment request] is true,complete, and accurate;that the expenditures,disbursements and cash receipts are for the purposes and objectives set forth in the terms and conditions of the State or federal pass-through award;and that supporting documentation has been submitted as required by the grant agreement.I acknowledge that approval for any other expenditure described herein is considered conditional subject to further review and verification in accordance with the monitoring and records retention provisions of the grant agreement.I am aware that any false, fictitious,or fraudulent information,or the omission of any material fact,may subject me to criminal,civil or administrative penalties for fraud,false statements,false claims or otherwise(U.S.Code Title 18,Section 1001 and Title 31,Sections 3729-3730 and 3801-3812;30 ILCS 708/120). ARTICLE V SCOPE OF AWARD ACTIVITIES/PURPOSE OF AWARD 5.1. Scope of Award Activities/Purpose of Award.Grantee must perform as described in this Agreement,including as described in Exhibit A(Project Description),Exhibit B(Deliverables or Milestones),and Exhibit D(Performance Measures and Standards),as applicable.Grantee must further comply with all terms and conditions set forth in the Notice of State Award(44111.Admin.Code 7000.360)which is incorporated herein by reference. All Grantor-specific provisions and programmatic reporting required under this Agreement are described in pARTTWO(Grantor-Specific Terms). All Project-specific provisions and reportingrequired under this Agreement are described in PART THREE(Project-Specific Terms). 5.2. Scope Revisions. Grantee must obtain Prior Approval from Grantor whenever a scope revision is necessary for one or more of the reasons enumerated in 44111.Admin.Code 7000.370(b)(2). All requests for scope revisions that require Grantor approval must be signed by Grantee's authorized representative and submitted to Grantor for approval. Expenditure of funds under a requested revision is prohibited and will not be reimbursed if expended before Grantor gives written approval. 2 CFR 200.308. 5.3. Specific Conditions.If applicable,specific conditions required after a risk assessment are included in Exhibit E. Grantee must adhere to the specific conditions listed therein.44 III.Admin.Code 7000.340(e). ARTICLE VI BUDGET State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 9 of 45 Agreement No. 24-411095 6.1. Budget.The Budget submitted by Grantee at application,or a revised Budget subsequently submitted and approved by Grantor,is considered final and is incorporated herein by reference. 6.2. Budget Revisions.Grantee must obtain Prior Approval,whether mandated or discretionary,from Grantor whenever a Budget revision is necessary for one or more of the reasons enumerated in 44 III.Admin.Code 7000.370(b).All requests for Budget revisions that require Grantor approval must be signed by Grantee's authorized representative and submitted to Grantor for approval. Expenditure of funds under a requested revision is prohibited and will not be reimbursed if expended before Grantor gives written approval. 6.3. Notification.Within thirty(30)calendardays from the date of receipt of the request for Budget revisions,Grantor will review the request and notify Grantee whether the Budget revision has been approved, denied,or the date upon which a decision will be reached. 44 III.Admin.Code 7000.370(b)(7). ARTICLE VII ALLOWABLE COSTS 7.1. Allowabilitv of Costs;Cost Allocation Methods.The allowability of costs and cost allocation methods for work performed under this Agreement will be determined in accordance with 2 CFR Part 200 Subpart E and Appendices III,IV,V,and VII. 7.2. Indirect Cost Rate Submission. (a) All grantees,except for Local Education Agencies(as defined in 34 CFR 77.1),must make an Indirect Cost Rate election in the Grantee Portal,even grantees that do not charge or expect to charge Indirect Costs. 44 III.Admin.Code 7000.420(e). (i) Waived and de minimis Indirect Cost Rate elections will remain in effect until Grantee elects a different option. (b) Grantee must submit an Indirect Cost Rate Proposal in accordance with federal and State regulations,in a format prescribed by Grantor. For grantees who have never negotiated an Indirect Cost Rate before,the Indirect Cost Rate Proposal must be submitted for approval no later than three months after the effective date of the Award. For grantees who have previously negotiated an Indirect Cost Rate,the Indirect Cost Rate Proposal must be submitted for approval within 180 days of Grantee's fiscal year end,as dictated in the applicable appendices,such as: (i) Appendix VII to 2 CFR Part 200 governs Indirect Cost Rate Proposals for state and Local Governments and Indian Tribes, (ii) Appendix III to 2 CFR Part 200 governs Indirect Cost Rate Proposals for public and private institutions of higher education, (iii) Appendix IV to 2 CFR Part 200 governs Indirect(F&A)Costs Identification and Assignment,and Rate Determination for Nonprofit Organizations,and (iv) Appendix V to 2 CFR Part 200 governs state/Local Governmentwide Central Service Cost Allocation Plans. (c) A grantee who has a current,applicable rate negotiated by a cognizant federal agency must provide to Grantor a copyof its Indirect Cost Rate acceptance letter from the federal government and a copy of all documentation regarding the allocation methodology for costs used to negotiate that rate,e.g.,without limitation,the cost policy statement or disclosure narrative statement. Grantor will accept that Indirect Cost Rate,up to any statutory,rule-based or programmatic limit. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 10 of 45 Agreement No. 24-411095 (d) A grantee who does not have a current negotiated rate,may elect to charge the de minimis rate as set forth in 2 CFR 200.414(f),which may be used indefinitely.No documentation is required to justify the de minimis Indirect Cost Rate.2 CFR 200.414(f). 7.3. Transfer of Costs.Cost transfers between Grants,whether as a means to compensate for cost overruns or for other reasons,are unallowable. 2 CFR 200.451. 7.4. Commercial Organization Cost Principles.The federal cost principles and procedures for cost analysis and the determination,negotiation and allowance of costs that apply to commercial organizations are set forth in 48 CFR Part 31. 7.5. Financial Management Standards.The financial management systems of Grantee must meet the following standards: (a) Accounting System.Grantee organizations must have an accounting system that provides accurate,current,and complete disdosure of all financial transactions relatedto each state-and federally-funded Program.Accounting records must contain information pertaining to State and federal pass-through awards,authorizations,Obligations,unobligated balances,assets,outlays,and income. These records must be maintained on a current basis and balanced at least quarterly.Cash contributions to the Program from third parties must be accounted for in the general ledger with other Grant Funds. Third party in-kind(non-cash)contributionsare not required to be recorded in the general ledger,but must be under accounting control,possibly through the use of a memorandum ledger. To comply with 2 CFR 200.305(bX7)(i)and 30 ILCS 708/97,Grantee must use reasonable efforts to ensure that funding streams are delineated within Grantee's accounting system. 2 CFR 200.302. (b) Source Documentation.Accounting records must be supported by such source documentation as canceled checks,bank statements,invoices,paid bills,donor letters,time and attendance records,activity reports,travel reports,contractual and consultant agreements,and subaward documentation.All supporting documentation must be clearly identified with the Award and general ledger accounts which are to be charged or credited. (i) The documentation standards for salary charges to Grants are prescribed by 2 CFR 200.430,and in the cost principles applicable to the Grantee's organization. (ii) If records do not meet the standards in 2 CFR 200.430,then Grantor may notify Grantee in PARTTWO,PARTTHREE or Exhibit E of the requirement to submit personnel activity reports. 2 CFR 200.430(i)(8). Personnel activity reports must account on an after-the-fact basis for one hundred percent(100%)of the employee's actual time,separately indicating the time spent on the Award,othergrants or projects,vacation or sick leave,and administrative time,if applicable.The reports must be signed by the employee,approved by the appropriate official, and coincidewith a pay period.These time records must be used to record the distribution of salary costs to the appropriate accounts no less frequently than quarterly. (iii) Formal agreements with independent contractors,such as consultants,must include a description of the services to be performed,the period of performance,the fee and method of payment,an itemization of travel and other costs which are chargeable to the agreement,and the signatures of both the contractor and an appropriate official of Grantee. (iv) If third party in-kind(non-cash)contributions are used for Award purposes,the valuation of these contributions must be supported with adequate documentation. (c) Internal Control.Grantee must maintain effective control and accountability for all cash, real and personal property,and other assets.Grantee must adequately safeguard all such property and must provide assurance that it is used solely for authorized purposes.Grantee must also have systems in place that provide reasonable assurance that the information is accurate,allowable,and compliant with the terms and conditions of this Agreement. 2 CFR 200.303. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 11 of 45 Agreement No. 24-411095 (d) Budget Control.Grantee must maintain records of expenditures for each Award by the cost categories of the approved Budget(including Indirect Costs that are charged to the Award),and actual expenditures are to be compared with budgeted amounts at least quarterly. (e) Cash Management.Requests for advance payment must be limited to Grantee's immediate cash needs.Grantee must have written proceduresto minimize the time elapsing between the receipt and the disbursement of Grant Funds to avoid having excess funds on hand.2 CFR 200.305. 7.6. Profits.It is not permitted for any person or entity to earn a Profit from an Award.See,e.g.,2 CFR 200.400(g);see also 30 ILCS 708/60(a)(7). 7.7. Management of Program Income. Grantee is encouraged to earn income to defray Program Costs where appropriate,subject to 2 CFR 200.307. ARTICLE VIII LOBBYING 8.1. Improper Influence.Grantee certifies that it will not use and has not used Grant Funds to influence or attempt to influence an officer or employee of any government agency or a member or employee of the State or federal legislature in connection with the awarding of any agreement,the making of any grant,the making of any loan,the entering into of any cooperative agreement,or the extension,continuation,renewal, amendment or modification of any agreement,grant,loan or cooperative agreement. Additionally,Grantee certifies that it has filed the required certification under the Byrd Anti-Lobbying Amendment(31 USC 1352),if applicable. 8.2. Federal Form LIA.If any federal funds,other than federally-appropriated funds,were paid or will be paid to any person for influencing or attempting to influence any of the above persons in connection with this Agreement,the undersigned must also complete and submit Federal Form LLL,Disclosure of Lobbying Activities Form,in accordance with its instructions. 8.3. Lobbying Costs.Grantee certifies that it is in compliance with the restrictions on lobbying set forth in 2 CFR 200.450.For any Indirect Costs associated with this Agreement,total lobbying costs must be separately identified in the Program Budget,and thereafter treated as other Unallowable Costs. 8.4. Procurement Lobbying.Grantee warrants and certifies that it and,to the best of its knowledge, its subrecipients have complied and will comply with Illinois Executive Order No.1(2007)(E0 1-2007).EO 1-2007 generally prohibits grantees and subcontractors from hiring the then-serving Governor's family members to lobby procurement activities of the State,or any other unit of government in Illinois including local governments, if that procurement may result in a contract valued at over$25,000.This prohibition also applies to hiring for that same purpose any former State employee who had procurement authority at any time during the one-year period preceding the procurement lobbying activity. 8.5. Subawards.Grantee must include the language of this ARTICLE in the award documents for any subawards made pursuant to this Award at all tiers.All subrecipients are also subject to certification and disclosure. Pursuant to Appendix 11(1)to 2 CFR Part 200,Grantee must forward all disclosures by contractors regarding this certification to Grantor. 8.6. Certificatioq.This certification is a material representation of fact upon which reliance was placed to enter into this transaction and is a prerequisitefor this transaction,pursuant to 31 USC 1352.Any person who fails to file the required certifications will be subjectto a civil penalty of not less than$10,000,and not more than$100,000,for each such failure. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 12 of 45 Agreement No. 24-411095 ARTICLE IX MAINTENANCE AND ACCESSIBILITY OF RECORDS; MONITORING 9.1. Records Retention.Grantee must maintain for three(3)years from the date of submission of the final expenditure report,adequate books,all financial records and,supporting documents,statistical records,and all other records pertinent to this Award,adequate to comply with 2 CFR 200.334,unless a different retention period is specified in 2 CFR 200.334, 44 III.Admin.Code 7000.430(a)and(b)or PART TWO,or PART THREE. If any litigation,claim or audit is started beforethe expiration of the retention period,the records must be retained until all litigation,claims or audit exceptions involving the records have been resolved and final action taken. 9.2. Accessibility of Records.Grantee,in compliance with 2 CFR 200.337 and 44 III.Admin.Code 7000.430(f),must make books,records,related papers,supporting documentation and personnel relevant to this Agreement available to authorized Grantor representatives,the Illinois Auditor General,Illinois Attorney General, any Executive Inspector General,Grantor's Inspector General,federal authorities,any person identified in 2 CFR 200.337,and any other person as may be authorized by Grantor(including auditors),by the State of Illinois or by federal statute. Grantee must cooperate fully in any such audit or inquiry. 9.3. Failure to Maintain Books and Records.Failure to maintain adequate books,records and supporting documentation,as described in this ARTICLE,will result in the disallowance of costs for which there is insufficient supportingdocumentation and also establishesa presumption in favor of the State for the recovery of any Grant Funds paid by the State under this Agreement for which adequate books,records and supporting documentation are not available to support disbursement. 9.4. Monitoringand Access to Information.Grantee must monitor its activities to assure compliance with applicable state and federal requirements and to assure its performance expectations are being achieved. Grantor will monitor the activities of Granteeto assure compliance with all requirements,including appropriate programmatic rules,regulations,and guidelines that the Grantor promulgates or implements,and performance expectations of the Award. Grantee must timely submit all financial and performance reports,and must supply, upon Grantor's request,documents and information relevant to the Award. Grantor may make site visits as warranted by Program needs. 2 CFR 200.329;200.332. Additional monitoring requirements may be in PARTTWO, or PART THREE. ARTICLE X FINANCIAL REPORTING REQUIREMENTS 10.1. Reauired Periodic Financial Reports.Grantee must submit financial reports as requested and in the format required by Grantor no later than the dues date(s)specified in PART TWO or PART THREE.Grantee must submit quarterly reports with Grantor describing the expenditure(s)of the funds related thereto,unless more frequent reporting is required by the Grantee due to the funding source or pursuant to specific award conditions. 2 CFR 200.208. Any report required by 301LCS708/125 may be detailed in PARTTWO,or PART THREE. 10.2. Financial Close-out Report. (a) Grantee must submit a financial Close-out Report,in the format required by Grantor,by the due date specified in PARTTWO or PARTTHREE,which must be no later than sixty(60)calendar days following the end of the Period of Performance for this Agreement or Agreement termination. The format of this financial Close-out Report must follow a format prescribed by Grantor.2 CFR 200.344;44 III.Admin.Code 7000.440(b). State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 13 of 45 Agreement No. 24-411095 (b) If an audit or review of Grantee occurs and results in adjustments after Grantee submits a Close-out Report,Grantee must submit a new financial Close-out Report based on audit adjustments, and immediately submit a refund to Grantor,if applicable. 2 CFR 200.345;44 III.Admin.Code 7000.450. 10.3. Effect of Failure to Comply.Failure to comply with the reportingrequirements in this Agreement may cause a delay or suspension of fundingor require the return of improper payments or Unallowable Costs,and will be considered a material breach of this Agreement. Grantee's failure to comply with ARTICLE X,ARTICLE XI,or ARTICLE XVII will be considered prima facie evidence of a breach and may be admitted as such,without further proof,into evidence in an administrative proceeding before Grantor,or in any other legal proceeding. Grantee should refer to the State Grantee Compliance Enforcement System for policy and consequences for failure to comply. 44 III.Admin.Code 7000.80. ARTICLE XI PERFORMANCE REPORTING REQUIREMENTS 11.1. Reauired Periodic Performance Reports.Grantee must submit performance reports as requested and in the format required by Grantor no later than the due date(s)specified in PART TWO or PART THREE.44 III. Admin.Code 7000.410.Grantee must report to Grantor on the performance measures listed in Exhibit D,PART TWO or PARTTHREE at the intervals specified by Grantor,which must be no less frequent than annually and no more frequent than quarterly,unless otherwise specified in PART TWO,PART THREE,or Exhibit E pursuant to specific awardconditions. For certain construction-related Awards,such reports may be exempted as identified in PART TWO or PART THREE. 2 CFR 200.329. 11.2. Performance Close-out Report.Grantee must submit a performance Close-out Report,in the format required by Grantor by the due date specified in PART TWO or PART THREE,which must be no later than 60 calendar days following the end of the Period of Performance or Agreement termination. 2 CFR 200.344;44 III. Admin.Code 7000.440(b). 11.3. Content of Performance Reports.Pursuant to 2 CFR 200.329(b)and(c),all performance reports must relate the financial data and accomplishments to the performance goals and objectives of this Award and also include the following:a comparison of actual accomplishments to the objectives of the Award established for the period;where the accomplishments can be quantified,a computation of the cost and demonstration of cost effective practices(e.g.,through unit cost data);performance trend data and analysis if required;and reasons why established goals were not met,if appropriate.Additional content and format guidelines for the performance reports will be determined by Grantor contingent on the Award's statutory,regulatory and administrative requirements,and are included in PART TWO or PAFtT THREE of this Agreement. ARTICLE XII AUDIT REQUIREMENTS 12.1. Audits.Grantee is subject to the audit requirements contained in the Single Audit Act Amendments of 1996(31 USC 7501-7507),Subpart F of 2 CFR Part 200,and the audit rules and policies set forth by the Governor's Office of Management and Budget. 30 ILCS 708/65(c); 44 III.Admin.Code 7000.90. 12.2. Consolidated Year-End Financial Reports(CYEFR).All grantees must complete and submit a CYEFR through the Grantee Portal,except those exempted by federal or State statute or regulation,as set forth in PARTTWOor PARTTHREE. The CYEFR is a required schedule in Grantee's audit report if Grantee is required to complete and submit an audit report as set forth herein. (a) Grantee's CYEFR must cover the same period as the audited financial statements,if required,and must be submitted in accordancewith the audit schedule at44 III.Admin.Code 7000.90. If State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 14 of 45 Agreement No. 24-411095 Grantee is not required to complete audited financial statements,the CYEFR must cover Grantee's fiscal year and must be submitted within 6 months of the Grantee's fiscal year-end. (b) The CYEFR must include an in relation to opinion from the auditor of the financial statements included in the audit. (c) The CYEFR must follow a format prescribed by Grantor. 12.3. Entities That Are Not"For-Profit". (a) This Paragraph applies to Grantees that are not"for-profit"entities. (b) Single and Program-Specific Audits.If,during its fiscal year,Grantee expends at least the threshold amount as set out in 2 CFR 200.501(a)in federal Awards(direct federal and federal pass- through awards combined),Grantee must have a single audit or program-specific audit conducted for that year as required by 2 CFR 200.501 and other applicable sections of Subpart F of 2 CFR Part 200. The audit report packet must be completed as described in 2 CFR 200.512(single audit)or 2 CFR 200.507(program- specific audit),44111.Admin.Code 7000.90(hX1)and the current GATA audit manual and submitted to the Federal Audit Clearinghouse,as required by 2 CFR 200.512. The results of peer and external quality control reviews,management letters issued by the auditors and their respective corrective action plans if significant deficiencies or material weaknesses are identified,and the CYEFR(s)must be submitted to the Grantee Portal at the same time the audit report packet is submitted to the Federal Audit Clearinghouse. The due date of all required submissions set forth in this Paragraph is the earlier of(i)thirty(30)calendar days after receipt of the auditor's report(s)or(ii)nine(9)months after the end of Grantee's audit period. (c) Financial Statement Audit.If,during its fiscal year,Grantee expends less than the threshold amount as set out in 2 CFR 200.501(a)in federal Awards,Grantee is subject to the following audit requirements: (i) If,during its fiscal year,Grantee expends at least the threshold amount as set out in 44 III.Admin.Code 7000.90(c)(1)in State-issued Awards,Grantee must have a financial statement audit conducted in accordance with the Generally Accepted Government Auditing Standards(GAGAS). Grantee may be subject to additional requirements in PART TWO.PART THREE or Exhibit E based on Grantee's risk profile. (ii) If,during its fiscal year,Grantee expends lessthan the threshold amount as set out in 44 III.Admin.Code 7000.90(c)(1)in State-issued Awards,but expends at least the threshold amount as set out in 44 III.Admin.Code 7000.90(c)(2)in State-issued Awards,Grantee must have a financial statement audit conducted in accordance with the Generally Accepted Auditing Standards(GAAS). (iii) If Grantee is a Local Education Agency(as defined in 34 CFR 77.1),Grantee must have a financial statement audit conducted in accordancewith GAGAS,as required by 23 II. Admin.Code 100.110,regardlessof the dollar amount of expenditures of State-issued Awards. (iv) If Grantee does not meet the requirements in subsections 12.3(b)and 12.3(c)(i- iii)but is required to have a financial statement audit conducted based on other regulatory requirements,Grantee must submit those audits for review. (v) Grantee must submit its financial statement audit report packet,as set forth in 44 III.Admin.Code 7000.90(h)(2)and the current GATA audit manual,to the Grantee Portal within the earlier of(i)thirty(30)calendar days after receipt of the auditor's report(s)or(ii)six (6)months after the end of Grantee's audit period. 12.4. "For-Profit"Entities. (a) This Paragraph applies to Grantees that are"for-profit"entities. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 15 of 45 Agreement No. 24-411095 (b) Program-Specific Audit.If,during its fiscal year,Grantee expends at least the threshold amount as set out in 2 CFR 200.501(a)in federal pass-through funds from State-issued Awards,Grantee must have a program-specific audit conducted in accordance with 2 CFR 200.507.The auditor must audit federal pass-through programs with federal pass-through Awards expended that,in the aggregate,cover at least 50 percent(0.50)of total federal pass-through Awards expended. The audit report packet must be completed as described in 2 CFR 200.507(program-specific audit),44 III.Admin.Code 7000.90 and the current GATA audit manual,and must be submitted to the Grantee Portal. The due date of all required submissions set forth in this Paragraph is the earlier of(i)thirty(30)calendar days after receipt of the auditor's report(s)or(ii)nine(9) months after the end of Grantee's audit period. (c) Financial Statement Audit.If,during its fiscal year,Grantee expends less than the threshold amount as set out in 2 CFR 200.501(a)in federal pass-through funds from State-issued Awards, Grantee must follow all of the audit requirements in Paragraphs 12.3(c)(i)-(v),above. (d) Publicly-Traded Entities.If Grantee is a publicly-traded company,Grantee is not subject to the single audit or program-specific audit requirements,but must submit its annual audit conducted in accordance with its regulatory requirements. 12.5. Performance of Audits.For those organizations required to submit an independent audit report, the audit must be conducted by the Illinois Auditor General(as required for certaingovernmental entities only),or a Certified Public Accountant or Certified Public Accounting Firm licensed in the State of Illinois or in accordance with Section 5.2 of the Illinois PublicAccounting Act(225 ILCS 450/5.2). For all audits required to be performed subject to GAGAS or GenerallyAccepted Auditing Standards,Grantee must request and maintain on file a copy of the auditor's most recent peer review report and acceptance letter. Grantee must follow procedures prescribed by Grantor for the preparation and submission of audit reports and any related documents. 12.6. Delinquent Reports.When audit reports or financial statements required under this ARTICLE are prepared by the Illinois Auditor General,if they are not available by the above-specified due date,they must be provided to Grantor within thirty(30)days of becoming available. Grantee should refer to the State Grantee Compliance Enforcement System for the policy and consequences for late reporting.44 III.Admin.Code 7000.80. ARTICLE XIII TERMINATION; SUSPENSION; NON-COMPLIANCE 13.1. Termination. (a) Either Party may terminate this Agreement,in whole or in part,upon thirty(30) calendar days'prior written notice to the other Party. (b) If terminated by the Grantee,Grantee must include the reasons for such termination, the effective date,and,in the case of a partial termination,the portion to be terminated. If Grantor determines in the case of a partial termination that the reduced or modified portion of the Award will not accomplish the purposes for which the Award was made,Grantor may terminate the Agreement in its entirety. 2 CFR 200.340(a)(4). (c) This Agreement may be terminated,in whole or in part,by Grantor: (i) Pursuant to a funding failure under Paragraph 4.1; State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 16 of 45 Agreement No.24-411095 (ii) If Grantee fails to comply with the terms and conditions of this or any Award, application or proposal,including any applicable rules or regulations,or has made a false representation in connection with the receipt of this or any Award; or (iii) If the Award no longer effectuates the Program goals or agency priorities as set forth in Exhibit A.PART TWO or PARTTHREE. 13.2. Suspension.Grantor may suspend this Agreement,in whole or in part,pursuant to a funding failure under Paragraph 4.1 or if the Grantee fails to comply with terms and conditions of this or any Award. If suspension is dueto Grantee's failure to comply,Grantor may withhold further payment and prohibit Grantee from incurring additional Obligations pending corrective action by Grantee or a decision to terminate this Agreement by Grantor. Grantor may allow necessary and proper costs that Grantee could not reasonably avoid during the period of suspension. 13.3. Non-compliance. If Grantee fails to comply with the U.S.Constitution,applicable statutes, regulations or the terms and conditions of this or any Award,Grantor may impose additional conditions on Grantee,as described in 2 CFR 200.208. If Grantor determines that non-compliance cannot be remedied by imposing additional conditions,Grantor may take one or more of the actions described in 2 CFR 200.339. The Parties must follow all Grantor policies and procedures regarding non-compliance,including,but not limited to, the proceduresset forth in the State Grantee Compliance Enforcement System. 44 III.Admin.Code 7000.80 and 7000.260. 13.4. Obiection.If Grantor suspends or terminates this Agreement,in whole or in part,for cause,or takes any other action in response to Grantee's non-compliance,Grantee may avail itself of any opportunities to object and challenge suchsuspension,termination or other action by Grantor in accordance with any applicable processes and procedures,including,but not limited to,the procedures set forth in the State Grantee Compliance Enforcement System. 2 CFR 200.342;44 III.Admin.Code 7000.80 and 7000.260. 13.5. Effects of Suspension and Termination. (a) Grantor may credit Grantee for allowable expenditures incurred in the performance of authorized services under this Agreement prior to the effective date of a suspension or termination. (b) Except as set forth in subparagraph(c),below,Grantee must not incur any costs or Obligations that requirethe use of Grant Funds after the effective date of a suspension or termination, and must cancel as many outstanding Obligations as possible. (c) Costs to Grantee resulting from Obligations incurred by Grantee during a suspension or after termination of the Agreement are not allowable unless Grantor expressly authorizes them in the notice of suspension or termination or subsequently.However,Grantor may allow costs during a suspension or after termination if: (i) The costs result from Obligationsproperlyincurred before the effective date of suspension ortermination,are not in anticipation of the suspension or termination,and the costs would be allowable if the Agreement was not suspended or terminated prematurely. 2 CFR 200.343. 13.6. Close-out of Terminated Agreements.If this Agreement is terminated,in whole or in part,the Parties must comply with all close-out and post-termination requirements of this Agreement. 2 CFR 200.340(d). ARTICLE XIV SUBCONTRACTS/SU BAWARDS State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 17 of 45 Agreement No. 24-411095 14.1. Subcontracting/Subrecioients/Delegation.Grantee must not subcontract nor issue a subaward for any portion of this Agreement nor delegate any duties hereunder without Prior Approval of Grantor.The requirement for Prior Approval is satisfied if the subcontractor or subrecipient has been identified in the uniform grant application,such as,without limitation,a Project description,and Grantor has approved.Grantee must notify any potential subrecipient that the subrecipient must obtain and provide to the Grantee a Unique Entity Identifier prior to receiving a subaward. 2 CFR 25.300. 14.2. Aoolication of Terms. If Grantee entersinto a subaward agreement with a subrecipient,Grantee must notify the subrecipient of the applicable laws and regulations and terms and conditions of this Award by attaching this Agreement to the subaward agreement.The terms of this Agreement apply to all subawards authorized in accordance with Paragraph 14.1. 2 CFR 200.101(b)(2). 14.3. Liability as Guaranty.Grantee will be liable as guarantor for any Grant Funds it obligates to a subrecipient or subcontractor pursuant to this ARTICLE in the event Grantor determines the funds were either misspent or are being improperly held and the subrecipient or subcontractor is insolvent or otherwise fails to return the funds. 2 CFR 200.345; 30 ILCS 705/6;44 III.Admin.Code 7000.450(a). ARTICLE XV NOTICE OF CHANGE 15.1. Notice of Change.Grantee must notify Grantor if there is a change in Grantee's legal status,FEIN, UEI,SAM registration status,Related Parties,senior management(for non-governmental grantees only)or address. If the change is anticipated,Grantee must give thirty(30)days'prior written notice to Grantor. If the change is unanticipated,Grantee must give notice as soon as practicable thereafter. Grantor reserves the right to take any and all appropriate action as a result of such change(s). 15.2. Failure to Provide Notification.To the extent permitted by Illinois law(see Paragraph 21.2), Grantee must hold harmless Grantor for any acts or omissions of Grantor resultingfrom Grantee's failure to notify Grantor as required by Paragraph 15.1. 15.3. Notice of Impact.Grantee must notify Grantor in writing of any event,including,by not limited to,becoming a party to litigation,an investigation,or transaction that may have a material impact on Grantee's ability to perform under this Agreement.Grantee must provide notice to Grantor as soon as possible,but no later than five(5)days after Grantee becomes aware that the event may have a material impact. 15.4. Effect of Failure to Provide Notice.Failure to provide the notice described in this ARTICLE is grounds for termination of this Agreement and any costs incurred after the date notice should have been given may be disallowed. ARTICLE XVI STRUCTURAL REORGANIZATION AND RECONSTITUTION OF BOARD MEMBERSHIP 16.1. Effect of Reorganization.This Agreement is made by and between Grantor and Grantee,as Grantee is currently organized and constituted.Grantor does not agree to continue this Agreement,or any license related thereto,should Grantee significantly reorganize or otherwise substantially change the character of its corporate structure,business structureor governance structure.Grantee must give Grantor prior notice of any such action or changes significantly affecting its overall structure or,for non-governmental grantees only, management makeup(for example,a merger or a corporate restructuring),and must provide all reasonable documentation necessary for Grantor to review the proposed transaction including financial records and corporate and shareholder minutes of any corporation which may be involved.Grantor reserves the right to terminate the State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 18 of 45 Agreement No. 24-411095 Agreement based on whether the newly organized entity is able to carry out the requirements of the Award.This ARTICLE does not require Grantee to report on minor changes in the makeup of its board membership or governance structure,as applicable.Nevertheless,PART TWO or PART THREE may impose further restrictions. Failure to comply with this ARTICLE constitutes a material breach of this Agreement. ARTICLE XVII CONFLICT OF INTEREST 17.1. Required Disclosures.Grantee must immediately disclose in writing any potential or actual Conflict of Interest to Grantor. 2 CFR 200.113; 30 ILCS 708/35. 17.2. Prohibited Payments.Payments made by Grantor under this Agreement must not be used by Grantee to compensate,directlyor indirectly,any person currently holding an elective office in this State including, but not limited to,a seat in the General Assembly. In addition,where Grantee is not an instrumentality of the State of Illinois,as described in this Paragraph,Grantee must request permission from Grantor to compensate, directly or indirectly,any officer or any person employed by an office or agency of the State of Illinois. An instrumentality of the State of Illinois includes,without limitation,State departments,agencies,boards,and State universities. An instrumentality of the State of Illinois does not include,without limitation,units of Local Government and related entities. 17.3. Request for Exemption.Grantee may request written approval from Grantor for an exemption from Paragraph 17.2.Grantee acknowledges that Grantor is under no obligation to provide such exemption and that Grantor may grant an such exemption subject to additional terms and conditions as Grantor may require. ARTICLE XVIII EQUIPMENT OR PROPERTY 18.1. Purchase of Equipment.For any equipment purchased in whole or in part with Grant Funds,if Grantor determines that Grantee has not met the conditions of 2 CFR 200.439,the costs for such equipment will be disallowed.Grantor must notify Grantee in writing that the purchase of equipment is disallowed. 18.2. Prohibition against Disposition/Encumbrance.Any equipment,material,or real property that Grantee purchases or improves with Grant Funds must not be sold,transferred,encumbered(other than original financing)or otherwise disposed of during the Award Term without Prior Approval of Grantor unless a longer period is required in PARTTWO or PARTTHREE and permitted by 2 CFR Part 200 Subpart D. Use or disposition of real property acquired or improved using Grant Funds must complywith the requirements of 2 CFR 200.311. Real property,equipment,and intangible property that are acquired or improved in whole or in part using Grant Funds are subject to the provisions of 2 CFR 200.316. Grantor may require the Grantee to record liens or other appropriate notices of record to indicate that personal or real property has been acquired or improved with this Award and that use and disposition conditions apply to the property. 18.3. Equipment and Procurement.Grantee must comply with the uniform standardsset forth in 2 CFR 200.310-200.316 governing the management and disposition of property,the cost of which was supported by Grant Funds.Any waiver from such compliance must be granted by either the President's Office of Management and Budget,the Governor's Office of Management and Budget,or both,depending on the source of the Grant Funds used. Additionally,Grantee must comply with the standards set forth in 2 CFR 200.317-200.326 to establish procedures to use Grant Funds for the procurement of supplies and other expendable property,equipment,real property and other services. 18.4. Equipment Instructions.Grantee must obtain disposition instructions from Grantor when equipment,purchased in whole or in part with Grant Funds, is no longer needed for their original purpose. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 19 of 45 Agreement No. 24-411095 Notwithstanding anything to the contrary contained in this Agreement,Grantor may require transfer of any equipment to Grantor or a third party for any reason,including,without limitation,if Grantor terminates the Award or Grantee no longer conducts Award activities. Grantee must properly maintain,track,use,store and insure the equipment according to applicable best practices,manufacturer's guidelines,federal and state laws or rules,and Grantor requirements stated herein. 18.5. Domestic Preferences for Procurements.In accordance with 2 CFR 200.322,as appropriate and to the extent consistent with law,Grantee must,to the greatest extent practicable under this Award,provide a preference for the purchase,acquisition,or use of goods,products,or materials produced in the United States (including but not limited to iron,aluminum,steel,cement,and other manufactured products).The requirements of this Paragraph must be included in all subawards and in all contracts and purchase orders for work or products under this Award. ARTICLE XIX PROMOTIONAL MATERIALS; PRIOR NOTIFICATION 19.1. Promotional and Written Materials.Use of Grant Funds for promotions is subject to the prohibitionsfor advertising or public relations costs in 2 CFR 200.421(e). In the event that Grant Funds are used in whole or in part to produce any written publications,announcements,reports,flyers,brochures or other written materials,Grantee must obtain Prior Approval forthe use of those funds(2CFR 200.467)and must include in these publications,announcements,reports,flyers,brochures and all other such material,the phrase"Funding provided in whole or in part by the[Grantor]."2 CFR 200.467.Exceptions to this requirement must be requested,in writing, from Grantor and will be considered authorized only upon written notice thereof to Grantee. 19.2. Prior Notification/Release of Information.Grantee must notify Grantor ten(10)days prior to issuing public announcements or press releases concerning work performed pursuant to this Agreement,or funded in whole or in part by this Agreement,and must cooperate with Grantor in joint or coordinated releases of information. ARTICLE XX INSURANCE 20.1. Maintenance of Insurance.Grantee must maintain in full force and effect during the Term of this Agreement casualty and bodily injury insurance,as well as insurance sufficient to cover the replacement cost of any and all real or personal property,or both,purchased or,otherwise acquired,or improved in whole or in part, with funds disbursed pursuant to this Agreement. 2 CFR 200.310. Additional insurance requirements may be detailed in PART TWO or PART THREE. 20.2. Claims.If a claim is submitted for real or personal property,or both,purchased in whole with funds from this Agreement and such claim results in the recovery of money,such money recovered must be surrendered to Grantor. ARTICLE XXI LAWSUITS AND INDEMNIFICATION 21.1. Independent Contractor.Neither Grantee nor any employee or agent of Grantee acquires any employment rights with Grantor by virtue of this Agreement.Grantee must provide the agreed services and achieve the specified results free from the direction or control of Grantor as to the means and methods of performance.Grantee must provide its own equipment and supplies necessary to conduct its business; provided, however,that in the event,for its convenience or otherwise,Grantor makes any such equipment or supplies State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 20 of 45 Agreement No. 24-411095 available to Grantee,Grantee's use of such equipment or supplies provided by Grantor pursuant to this Agreement is strictly limited to official Grantor or State of Illinois business and not for any other purpose,including any personal benefit or gain. 21.2. Indemnification and Liability. (a) Non-governmental entities.This subparagraph applies only if Grantee is a non- governmental entity. Grantee must hold harmless Grantor against any and all liability,loss,damage,cost or expenses,including attorneys'fees,arising from the intentional torts,negligence or breach of contract of Grantee,with the exception of acts performed in conformance with an explicit,written directive of Grantor. Indemnification by Grantor is governed by the State Employee Indemnification Act(5 ILCS 350/.01 et seq.)as interpreted by the Illinois Attorney General.Grantor makes no representation that Grantee,an independent contractor,will qualify or be eligible for indemnification under said Act. (b) Governmental entities.This subparagraph applies only if Grantee is a governmental unit as designated in Paragraph 3.2. Neither Party shall be liable for actions chargeable to the other Party under this Agreement including,but not limited to,the negligent acts and omissions of the other Party's agents,employees or subcontractors in the performance of their duties as described under this Agreement,unless such liability is imposed by law. This Agreement is not construed as seeking to enlarge or diminish any obligation or duty owed by one Party against the other or against a third party. ARTICLE XXII MISCELLANEOUS 22.1. Gift Ban.Grantee is prohibited from giving gifts to State employees pursuant to the State Officials and Employees Ethics Act(5 ILCS 430/10-10)and Illinois Executive Order 15-09. 22.2. Assignment Prohibited.This Agreement must not be sold,assigned,or transferred in any manner by Grantee,to include an assignment of Grantee's rights to receive payment hereunder,and any actual or attempted sale,assignment,or transfer by Grantee without the Prior Approval of Grantor in writing renders this Agreement null,void and of no further effect. 22.3. Copies of Agreements upon Request.Grantee must,upon request by Grantor,provide Grantor with copies of contracts or other agreements to which Grantee is a party with any other State agency. 22.4. 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. 22.5. Severabiity.If any provision of this Agreement is declared invalid,its other provisions will remain in effect. 22.6. No Waiver.The failure of either Party to assert any right or remedy pursuant to this Agreement will not be construed as a waiver of either Party's right to assert such right or remedyat 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. 22.7. Applicable Law: Claims.This Agreement and all subsequent amendments thereto,if any,are 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. 22.8. Compliance with Law.Grantee is responsible for ensuring that Grantee's Obligations and services hereunder are performed in compliance with all applicable federal and State laws,including,without limitation, State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 21 of 45 Agreement No. 24-411095 federal regulations,State administrative rules,including but not limited to 44 III.Admin.Code Part 7000,laws and rules which govern disdosure of confidential records or other information obtained by Grantee conceming persons served under this Agreement,and any license requirements or professional certification provisions. 22.9. Compliance with Freedom of Information Act.Upon request,Grantee must 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). 22.10. 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 controls.In the event there is a conflict between PART ENE and PARTTWO or PARTTHREE of this Agreement,PARTONE controls.In the event there is a conflict between PART TWO and PART THREE of this Agreement,PART TWO controls.In the event there is a conflict between this Agreement and relevant statute(s)or rule(s),the relevant statute(s)or rule(s) controls. (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 PARTTWO or PART THREE,and in such cases,those requirements control. 22.11. Illinois Grant Funds Recovery Act.In the event of a conflict between the Illinois Grant Funds Recovery Act and the Grant Accountabilityand Transparency Act,the provisions of the Grant Accountability and Transparency Act control.30 ILCS 708/80. 22.12. Headings.Articles and other headings contained in this Agreement are for reference purposes only and are not intended to define or limit the scope,extent or intent of this Agreement or any provision hereof. 22.13. Counterparts.This Agreement may be executed in one or more counterparts,each of which are considered to be one and the same agreement,binding on all Parties hereto,notwithstanding that all Parties are not signatories to the same counterpart.Duplicated signatures,signatures transmitted via facsimile,or signatures contained in a Portable Document Format(PDF)document are deemed original for all purposes. 22.14. Attorney Fees and Costs. Unless prohibited by law,if Grantor prevails in any proceeding to enforcethe terms of this Agreement,including any administrative hearing pursuant to the Grant Funds Recovery Act or the Grant Accountability and Transparency Act,Grantor has the right to recover reasonable attorneys'fees, costs and expenses associated with such proceedings. 22.15. Continuing Responsibilities. The termination or expiration of this Agreement does not affect: (a) the right of Grantor to disallow costs and recover funds based on a later audit or other review;(b)the obligation of the Grantee to return any funds due as a result of later refunds,corrections or other transactions,including, without limitation,final Indirect Cost Rate adjustments and those funds obligated pursuant to ARTICLE XIV;(c)the CYEFR(s); (d)audit requirements established in 44 III.Admin.Code 7000.90 and ARTICLE XII; (e)property management and disposition requirements established in 2 CFR 200.310 through 2 CFR 200.316 and ARTICLE XVIII; or(f)records related requirements pursuant to ARTICLE IX. 44 III.Admin.Code 7000.440. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 22 of 45 Agreement No. 24-411095 EXHIBIT A PROJECT DESCRIPTION Grantee must complete theAwardActivitiesdescribed on this Exhibit A,the Deliverables and Milestones listed on Exhibit B and the Performance Measures listed on Exhibit D within the term of this Agreement,as provided in Paragraph 2.1,herein. AUTHORITY: The Grantor is authorized to make this Award pursuant to 20 ILCS 665/1 section 8a(2). The purpose of this authority is as follows: The intent of the Tourism Attractions&Festivals Grant Program is to provide grants to assist tourism,travel and hospitality industries in recovering from the COVID-19 Pandemic. PROJECT DESCRIPTION: The Tourism Attractions&Festivals Grant Program will provide funds to units of local government,counties, municipalities,not-for-profit organizations,local promotion groups and for-profit businesses for the development or improvement of tourism attractions and for festivals/events located in Illinois. A portion of this overall program will provide funds to support the safe reopening of businesses in the tourism, travel,and hospitality industries and to business districts that were closed during the COVID-19 public health emergency,as well as aid for a planned expansion or upgrade of tourism,travel,and hospitality facilities delayed due to the pandemic. Another portion of this overall program will provide funds to assist with the revitalization of the extremelyhard-hit tourism,travel,and hospitality industries by bringing back new and returning tourism attractions and festivals/events to our state.This will help to put the tourism,travel,and hospitality industries on the path to economic recovery from the COVID-19 pandemic. Unless otherwise determined by the Department,this award is considered to be covered by Expenditure Category 2.35(Aid to Tourism,Travel,or Hospitality)as identified withinthe associated federal guidance.Pre-Award costs for this Tourism Attractions&Festivals Grant Program can be retroactive to cover activities conducted on or after the Notice of State Award issue date of June 21,2023. The Grantee is a governmental entity providing services to the residents of Elgin,Illinois in Cookand Kane counties. The Grantee hosts Nightmare on Chicago Street.Since its inception in 2010,Nightmare on Chicago Street(NOCS) has been a keystone event in Elgin. NOCS imagines an apocalyptic world in which zombies have taken over and where only certain areas are safe for citizens; turning the downtown into a zombie safe-zone with live performances,bands,vendors,circus acts,large scale props and more. NOCS is an immersive event where attendees enjoy live music,shop with local vendors,eat and drink local favorites,and experience everythingfrom pop-up street performances to a graffiti wall to a costume contest and everything in between.Attendeessee a fully decorated event zone that includes flipped cars,tanks,and even large barrels of"toxic waste".Food and drinks are themed to the event,businesses are 'boarded up'as safe zones for easy shopping;and streets are strewn with the aftermath of the zombie invasion creating Instagram moments all throughout the event zone.The Thunder Dome stage features performers.While 2022 was technically year 12 of the event,the creative team treated 2022's event as the 10-year anniversary as the previous two years were on hiatus due to the COVID-19 pandemic. New for 2022 was a second large plane that was"crashed"into a downtown building.Well-known regional acts were featured on three stages.2022 saw a near sell-out with only 60 tickets remainingfor sale.Many local residents and businesses voiced loud support for the return of NOCS for 2023. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 23 of 45 Agreement No. 24-411095 Grant funds will be used for a portion of costs to host Nightmare on Chicago Street,October 21,2023,in downtown Elgin,Illinois.The cost for the event will be slightly higherthan in 2022,and Grant funds will help cover increased costs,such as the large tent rental which came in at nearly triple the cost from 2019. Grant funds will specifically be used for: Contractual Services and Subawards—to include costs associated with: • ticketing and gate operations including management of all ticket sales and gate operations at the site during the event; • rental of equipment including a large tent;platform;tables and chairs;event fencing; lighting and sound production equipment;performance stages;and power distribution equipment including power cables, generators,and distribution boxes; and • poster design. Costs for all other activities and items necessary for completion of this overall project will be covered by the required Match funding from other funding sources. Completion of this project will benefit the public by significantly increasing the number of visitors to the City of Elgin.Increased visitation results in higher hotel occupancy rates,more restaurant meals served and boosted discretionaryspending by tourists.These activities generate increased tax revenue and hours of labor required to meet the visitors'needs. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 24 of 45 Agreement No. 24-411095 EXHIBIT B DELIVERABLES OR MILESTONES To be stated on the initial submitted Periodic Performance Report(PPR),as directed by the Report Deliverable Schedule,the Grantee will provide a detailed task list of projected deliverables,which must be approved by Grantor. These tasks and associated due dates,and any subsequent revisions,shall be incorporated by reference into this Agreement. These tasks will be used to measure performance throughout the life of the Award and can be updated and reported on each PPR reporting due date. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 25 of 45 Agreement No. 24-411095 EXHIBIT C CONTACT INFORMATION CONTACTS FOR NOTIFICATION AND GRANT ADMINISTRATION: Unless specified elsewhere,all notices required or desired to be sent by either Party must be sent to the persons listed below.Grantee must notify Grantor of any changes in its contact information listed below within five (5) business days from the effective date of the change,and Grantor must notify Grantee of any changes to its contact information as soon as practicable. The Party making a change must send any changes in writing to the contact for the other Party. No amendment to this Agreement is required if information in this Exhibit is changed. FOR OFFICIAL GRANT NOTIFICATIONS GRANTOR CONTACT GRANTEE CONTACT Name: Kristin A. Richards Name: David Kaptain Title: Director Title: Mayor Address: 1011 S.2"d St. Address: 150 DEXTER CT Springfield, IL 62704 Elgin,IL 60120-5527 GRANTEE PAYMENT ADDRESS (If different than the address above) Address: N/A FOR GRANT ADMINISTRATION GRANTOR CONTACT GRANTEE CONTACT Name: Libby Shawgo Name: Amanda Harris Title: Grant Manager Title: Cultural Arts&Special Events Address: 1011 S.2nd St. Director Springfield, IL 62704 Phone: 217-785-9921 Address: 150 DEXTER CT TTY#: (800)785-6055 Elgin,IL 60120-5527 Email Libby.D.Shawgo@ Illinois.gov Phone: 847-931-6019 Address: TTY#: N/A Email harris_a@cityofelgin.org Address: State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 26 of 45 Agreement No. 24-411095 GRANTEE DESIGNEES The following are designated as Authorizedrri Designee(s)es for the Grantee (See PART TWO ARTICLE XXIII): Authorized Designee: PAW it'L Authorized Designee Title: e. • Authorized Designee Phone: Authorized Designee Email: IN 7:4e, Authorized Designee Signature: Authorized Signatory Approval: Authorized Designee: Authorized Designee Title: Authorized Designee Phone: Authorized Designee Email: Authorized Designee Signature: Authorized Signatory Approval: GRANTOR CONTACT FORAUDIT OR CONSOUDATED YEAR-END FINANCIAL REPORTS QUESTIONS—AUDIT UNIT Email: externalauditunit@illmois•gov GRANTOR CONTACT FOR FINANCIAL CLOSEOUT QUESTIONS—PROGRAM ACCOUNTANT Name: Mofopefoluwa Oloyede Email: mofopefoluwa.oloyede@illinoisgov Phone: 000-000-0000 Fax#: N/A Address: IDCEO-ACCOUNTING OFFICE 1011 S 2ND ST SPRINGFIELD IL 62704-3004 State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 27 of 45 Agreement No. 24-411095 EXHIBIT D PERFORMANCE MEASURES AND STANDARDS To be stated on the initial submitted Periodic Performance Report(PPR),as directed by the Report Deliverable Schedule,the Grantee will incorporate project specific performance measures within the corresponding section of the PPR. The project specific performance measures will encompass the following standardized performance measures listed below. o Did the deliverables specified in the task list submitted pursuant to Exhibit B lead to the completion of the project described in Exhibit A? o Given the total amount of Grant Funds available,does the percent currently drawn and expended directly correlate to the percent of the completion of the project to date? o At the time of Award closeout,has the Grantee fulfilled the public purpose of the project stated in Exhibit A? The Grantor reserves the right to denyany voucher request(s)at its discretion,based on lack of progress toward meeting completiongoals. If the Grantee fails to meet any of the performance measures/goals,and if deemed appropriate at the discretion of the Grantor,the Grant Funds may be decreased by an amount proportionate to the size of the shortfall,and/or the Grantee may be responsible for the return of the Grant Funds in the amount specified by the Grantor. Grantor may initiate a grant modification(s)to de-obligate Grant Funds based on non- performance. The Granteewill submit grant modification requests as necessary in a timely manner,including a request to de-obligate Grant Funds in an amount that the Grantee determines will be unspent by the end of the Grant Agreement Term. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 28 of 45 Agreement No. 24-411095 EXHIBIT E SPECIFIC CONDITIONS Grantor may remove(or reduce)a Specific Condition included in this Exhibit by providing written notice to the Grantee,in accordance with established procedures for removing a Specific Condition. There were no conditions resulting from the Internal Control Questionnaire(ICQ). There were no conditions resulting from the Merit-Based Review. There were no conditions resulting from the Programmatic Risk Assessment. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 29 of 45 Agreement No. 24-411095 PART TWO—GRANTOR-SPECIFIC TERMS In addition to the uniform requirements in PART ONE.Grantor has the following additional requirements for its Grantee: ARTICLE XXIII AUTHORIZED SIGNATORY 23.1. Authorized SiRnatorv. In processing this Award and related documentation,Grantor will only accept materials signed by the Authorized Signatory or Designee of this Agreement,as designated or prescribed in the Grantee's signature block or on Exhibit C. If the Authorized Signatory chooses to assign a designee to sign or submit materials required by this Agreement to Grantor,the Authorized Signatory must either send written notice to Grantor indicating the name of the designee,or provide notice as set forth in Exhibit C. Without this notice, Grantor will reject any materials signed or submitted on the Grantee's behalf by anyone other than the Authorized Signatory.The Authorized Signatory must approve each Authorized Designee separately by signing as indicated on Exhibit C or on the appropriate form provided by Grantor.If an Authorized Designee(s)appears on Exhibit C,the Grantee should verify the information and indicate any changes as necessary.Signatures of both the Authorized Signatory and the Authorized Designee are required in order for the Authorized Designee to have signature authority under this Agreement. ARTICLE XXIV ADDITIONAL AUDIT PROVISIONS 24.1. Discretionary Audit.The Grantor may,at any time and in its sole discretion,require a program- specific audit, or other audit, SAS 115/AU-C265 letters (Auditor's Communication of Internal Control Related Matters)and SAS 114/AU-C260 letters(Auditor's Communication With Those Charged With Governance). ARTICLE XXV ADDITIONAL MONTORING PROVISIONS 25.1. Cooperation with Audits and Inquiries,Confidentiality.Pursuant to ARTICLE IX,above,the Grantee is obligated to cooperate with the Grantor and other legal authorities in any auditor inquiry related to the Award. The Grantor or any other governmental authority conducting an audit or inquiry may require the Grantee to keep confidential any auditor inquiry and to limit internal disclosure of the auditor inquiry to those Grantee personnel who are necessary to support the Grantee's response to the audit or inquiry.This confidentiality requirement does not limit Grantee's right to discuss an audit or inquiry with its legal counsel. If a third party seeks to require the Grantee,pursuant to any law,regulation,or legal process,to disclose an audit or inquiry that has been deemed confidential by the Grantor or other governmental authority,the Grantee must promptly notify the entity that is conducting the audit or inquiry of such effort so that the entity that is conducting the audit or inquiry may seek a protective order, take other appropriate action, or waive compliance by the Grantee with the confidentiality requirement. ARTICLE XXVI ADDITIONAL INTEREST PROVISIONS 26.1. Interest Earned on Grant Funds.Interest earned on Grant Funds in an amount up to$500 per year may be retained by the Grantee for administrative expenses unless otherwise provided in PART THREE. Any additional interest earned on Grant Funds above $500 per year must be returned to the Grantor pursuant to Paragraphs 4.3 and 29.2 herein,or as otherwise instructed by the Grant Manager or as set forth in PARTTHREE.All interest earned must be expended prior to Grant Funds.Any unspent Grant Funds or earned interest unspent must be returned as Grant Funds to the Grantor as described in Paragraphs 4.3 and 29.2 herein.All interest earned on Grant Funds must be accounted for and reported to the Grantor as provided in ARTICLE X herein. If applicable,the Grantor will remit interest earned and returned by Grantee to the U.S.Department of Health and Human Services State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 30 of 45 Agreement No. 24-411095 Payment Management System through the process set forth at 2 CFR 200.305(b)(9),or as otherwise directed by the federal awarding agency.The provisions of this Paragraph are inapplicable to the extent anystatute,rule or program requirement provides for different treatment of interest income.Any provision that deviatesfrom this paragraph is set forth in PART THREE. ARTICLE XXVII ADDITIONAL BUDGET PROVISIONS 27.1. Restrictions on Line Item Transfers.Unless set forth otherwise in PARTTHREE herein,Budget line item transfers within the guidelines set forth in paragraph 6.2 herein,which would not ordinarily require approval from Grantor, but vary more than ten percent (10%) of the current approved Budget line item amount, are considered changes in the project scope and require Prior Approval from Grantor pursuant to 44 III.Admin.Code 7000.370(b). ARTICLE XXVIII ADDITIONAL REPRESENTATIONS AND WARRANTIES 28.1. Grantee Representations and Warranties.In connection with the execution and delivery of this Agreement,the Grantee makes the following representations and warranties to Grantor: (a) That it has no public or private interest,director indirect,and will not acquire,directly or indirectlyany such interest which does or may conflict in any manner with the performance of the Grantee's services and obligations under this Agreement; (b) That no member of any governing body or any officer,agent or employee of the State, has a personal financial or economic interest directly in this Agreement,or any compensation to be paid hereunder except as may be permitted by applicable statute,regulation or ordinance; (c) That there is no action,suit or proceeding at law or in equity pending,nor to the best of Grantee's knowledge, threatened, against or affecting the Grantee, before any court or before any governmental or administrative agency,which will have a material adverse effect on the performance required by this Agreement; (d) That to the best of the Grantee's knowledge and belief,the Grantee,its principals and key project personnel: (i) Are not presently declared ineligible or voluntarily excluded from contracting with any federal or State department or agency; (ii) Have not,within a three(3)-year period preceding this Agreement,been convicted of any felony;been convicted of a criminal offense in connection with obtaining,attempting to obtain,or performing a public(federal,state,or local)transaction or contract under a public transaction;had a civil judgment rendered against them for commission of fraud;beenfound in violation of federal or state antitrust statutes; or been convicted of embezzlement,theft,larceny,forgery,bribery, falsification or destruction of records,making a false statement,or receiving stolen property; (iii) Are not presently indicted for,or otherwise criminally or civillycharged,by a government entity(federal,state or local)with commission of anyof the offenses enumerated in subparagraph (ii)of this certification; and (iv) Have not had, within a three(3)-year period preceding this Agreement,any judgment rendered in an administrative,civil or criminal matter against the Grantee,or any entity associated State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 31 of 45 Agreement No. 24-411095 with its principals or key personnel,related to a grant issued by any federal or state agency or a local government. Any request for an exception to the provisions of this subparagraph(d)must be made in writing listing the name of the individual,home address,type of conviction and date of conviction; and (e) Grantee certifies that it is not currently operating under,or subject to,any cease and desist order,or subject to any informal or formal regulatoryaction,and,to the best of Grantee's knowledge, that it is not currently the subject of any investigation by any state or federal regulatory,law enforcement or legal authority.Should it become the subject of an investigation by any state or federal regulatory,law enforcement or legal authority,Grantee shall promptly notify Grantor of any such investigation.Grantee acknowledges that should it later be subject to a cease and desist order,Memorandum of Understanding or found in violation pursuant to any regulatory action or any court action or proceeding before any administrative agency,that Grantor is authorized to declare Grantee out of compliance with this Agreement and suspend or terminate the Agreement pursuant to ARTICLE XIII herein and any applicable rules. ARTICLE XXIX ADDITIONAL TERMINATION,SUSPENSION,BILLING SCHEDULE AND NON-COMPLIANCE PROVISIONS 29.1. Remedies for Non-Compliance. If Grantor suspends or terminates this Agreement pursuant to ARTICLE XIII herein,Grantor may also elect any additional remedy allowed by law,including,but not limited to,one or more of the following remedies: (a) Direct the Grantee to refund some or all of the Grant Funds disbursed to it under this Agreement; and (b) Direct the Grantee to remit an amount equivalent to the "Net Salvage Value" of all equipment or materials purchased with Grant Funds provided under this Agreement.For purposes of this Agreement,"Net Salvage Value"is defined as the amount realized,or that the Parties agree is likely to be realized from, the sale of equipment or materials purchased with Grant Funds provided under this Agreement at its current fair market value, less selling expenses. 29.2. Grant Refunds.In accordance with the Illinois Grant Funds Recovery Act,30 ILCS 705/1 et seq.,the Grantee must,within forty-five(45)days of the effective date of a termination of this Agreement,refund to Grantor, any balance of Grant Funds not spent or not obligated as of that date. 29.3. Grant Funds Recovery Procedures.In the event that Grantor seeks to recover from Grantee Funds received pursuant to this Award that: (i)Grantee cannot demonstrate were property spent,or(ii)have not been expended or legallyobligated by the time of expiration or termination of this Award,the Parties agree to follow the procedures set forth in the Illinois Grant Funds Recovery Act,30 ILCS705/1 et seq.(GFRA),for the recoveryof Grant Funds,including the informal and formal hearing requirements. All remedies available in Section 6 of the GFRA will apply to these proceedings. The Parties agree that Grantor's Administrative Hearing Rules(56111.Admin.Code Part 2605)and/or any other applicable hearing rules shall govern these proceedings. 29.4. Grantee Responsibility.Grantee will be held responsible for the expenditure of all Grant Funds received through this Award,whether expended by Grantee or a subrecipient or contractor of Grantee.Grantor may seek any remedies against Grantee permitted pursuant to this Agreement and 2 CFR 200.339 for the action of a subrecipient or contractor of Grantee that is not in compliance with the applicable statutes,regulations or the terms and conditions of this Award. 29.5. Billing Schedule.In accordance with paragraph 4.8,herein Grantee must submit all payment requests to Grantor within thirty(30)days of the end of the quarter,unless another billing schedule is specified in PART THREE or Paragraph 2.3. Failure to submit such payment request timely will render the amounts billed an State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 32 of 45 Agreement No. 24-411095 unallowable cost which Grantor cannot reimburse.In the event that Grantee is unable,forgood cause,to submit its payment request timely,Grantee must timely notify Grantor and may request an extension of time to submit the payment request.Grantor's approval of Grantee's request for an extension cannot be unreasonably withheld.The payment requirements of this Paragraph supersede those set forth in Paragraph 4.8. ARTICLE XXX ADDITIONAL MODIFICATION PROVISIONS 30.1. Modifications bvODeration of Law.This Agreement is subject to such modifications as the Grantor determines,in its sole discretion,may be required by changes in federal or State law or regulationsapplicable to this Agreement.Grantor will initiate such modifications,and Grantee will be required to agree to the modification in writing as a condition of continuing theAward.Anysuch required modification will be incorporated intoand become part of this Agreement as if fully set forth herein.The Grantor will timely notify the Grantee of any pending implementation of or proposed amendment to any laws or regulations of which it has notice. 30.2. Discretionary Modifications.If either the Grantor or the Grantee wishes to modify the terms of this Agreement other than as set forth in ARTICLES V and VI and Paragraphs 30.1 and 30.3,written notice of the proposed modification must begiven to the other Party.Modifications will only take effect when agreed to in writing by both the Grantor and the Grantee. However,if the Grantor notifies the Grantee in writing of a proposed modification,and the Grantee fails to respond to that notification,in writing,within thirty(30)days,the Grantor may commence a process to suspend or terminate this Award.In making an objection to the proposed modification, the Grantee must specify the reasons for the objection and the Grantor will consider those objections when evaluating whether to follow through with the proposed modification.The Grantor's notice to the Grantee must contain the Grantee name,Agreement number,Amendment number and purpose of the revision.If the Grantee seeks any modificationto the Agreement,the Grantee must submit a detailed narrative explaining why the Project cannot be completed in accordance with the terms of the Agreement and how the requested modification will ensure completion of the Grant Activities,Deliverables,Milestonesand/or Performance Measures(Exhibits A,Qand D). 30.3. Unilateral Modifications.The Parties agree that Grantor may,in its sole discretion,unilaterally modify this Agreement without prior approval of the Grantee when the modification is initiated by Grantorfor the sole purpose of increasing the Grantee's funding allocation as additional funds become available for the Award during the program year covered by the Term of this Agreement. 30.4. Management Waiver. The Parties agree that the Grantor may issue a waiver of specific requirements of this Agreement after the term of the Agreement has expired.These waivers are limited to non- material changes to specific provisions that the Grantor determines are necessary to place the Grantee in administrative compliance with the requirements of this Agreement.A management waiver issued after the Term of the Agreement has expired will supersede the original requirements of this Agreement that would normally require a modification of this Agreement to be executed.The Grantor will make no modifications of this Agreement not agreed to prior to the expiration of the Agreement beyond what is specifically set forth in this Paragraph. 30.5. Term Extensions.The Grantee acknowledges that all Grant Funds must be expended or legally obligated,and all Grant Activities,Deliverables,Milestones and Performance Measures(Exhibits A, and Q)must be completed duringtheTerm of the Agreement.Extensions of the Term will be granted only for good cause,subject to the Grantor's discretion.Pursuant to the Grant Funds Recovery Act(30 ILCS 705/1 etseq.),no Award may be extended in total beyond a two(2)-year period unless the Grant Funds are expended or legally obligated duringthat initial two-year period,or unless Grant Funds are disbursed for reimbursement of costs previously incurred by the Grantee.If Grantee requires an extension of the Award Term,Grantee should submit a written request to the Grant Manager at least sixty(60)days prior to the end of the AwardTerm or extendedAward Term,as applicable,stating the reason for the extension.If Grantee provides reasonable extenuating circumstances,Grantee may request an extension of the Award Term with less than sixty(60)days remaining. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 33 of 45 Agreement No. 24-411095 ARTICLE XXXI ADDITIONAL CONFLICT OF INTEREST PROVISIONS 31.1. Bonus or Commission Prohibited.The Grantee shall not pay any bonus or commission for the purpose of obtaining the Grant Funds awarded under this Agreement. ARTICLE XXXII ADDITIONAL EQUIPMENT OR PROPERTY PROVISIONS 32.1. Equipment Management.The Grantee is responsible for replacing or repairing equipment and materials purchased with Grant Funds that are lost,stolen,damaged,or destroyed.Any loss,damage or theft of equipment and materials must be investigated and fullydocumented,and immediately reported to the Grantor and, where appropriate,the appropriate law enforcement authorities. 32.2. Purchase of Real Property.If permitted by the Award Budget and scope of activities provided in this Agreement,a Grantee may use the Grant Funds during the Award Term for the costs associated with the purchase of real property(as defined by 2 CFR 200.1)either through the use of reimbursement or advanced funds as permitted in Paragraph 2.3 of this Agreement for the following purposes and consistent with the Grantor's bondability guidelines and 2 CFR 200: (a) Cash payment of the entirety or a portion of the real property acquisition; (b) Cash Payment of a down payment for the acquisition; (c) Standard and commerciallyreasonable costs required to be paid at the acquisition closing(i.e., closing costs); or (d) Payments to reduce the debt incurred by Grantee to purchase the real property. 32.3. Bonding Requirements. If Grant Funds through this Award are used for construction or facility improvement projects that exceed the SimplifiedAcquisitionThreshold,the Grantee must comply with the minimum bonding requirements listed in 2 CFR 200.326(a)—(c). Grantor will not accept the Grantee's own bonding policyand requirements. 32.4. Lien Requirements.Grantor may direct Grantee in writing to record a lien or notice of State or federal interest on the property purchased or improved with Grant Funds.2 CFR 200.316. If Grantor makes this direction and the Grantee does not comply,the Grantor may:(a)record the lien or notice of State or federal interest and reduce the amount of the Grant Funds by the cost of recording the lien or notice of State or federal interest,or (b)suspend this Award until Grantee complies with Grantor's direction. ARTICLE XXXII! APPLICABLE STATUTES To the extent applicable,Grantor and Grantee shall comply with the following: 33.1. Land Trust Beneficial Interest Disclosure Act(765 ILLS 405/2.1).No Grant Funds will be paid to any trustee of a land trust,or any beneficiary or beneficiaries of a land trust,for any purpose relating to the land,which is the subject of such trust,any interest in such land,improvements to such land or use of such land unless an affidavit is first filed with the Grantor identifying each beneficiaryof the land trust by name and address and defining such interest therein.This affidavit must be filed with the Illinois Office of the Comptroller as an attachment to this Agreement. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 34 of 45 Agreement No. 24-411095 33.2. Historic Preservation Act(20 ILCS 3420/1etsea.).The Grantee will not expend Grant Funds under this Agreement which result in the destruction,alteration,renovation,transfer or sale,or utilization of a historic property,structure or structures,or in the introduction of visual,audible or atmospheric elements to a historic property,structure or structures,which will result in the change in the character or use of any historic property, except as approved by the Illinois Department of Natural Resources,Historic Preservation Division.The Grantee must not expend Grant Funds under this Agreement for any project,activity,or program that can result in charges in the character or use of historic property,if any historic property is located in the area of potential effects without the approval of the Illinois Department of Natural Resources, Historic Preservation Division.20 ILCS 3420/3(f). 33.3. Victims'Economic Security and Safety Act(820 ILCS 180 etsea.l.If the Grantee has one(1)or more employees,it may not discharge or discrininate against an employee who is a victim of domestic or sexual violence, or who has a family or household member who is a victim of domestic or sexual violence,for taking up to the allowable amount of leave from work to address the domestic violence,pursuant to the Victims'EconomicSecurity and Safety Act. 820 ILCS 180/20(aX2). The Grantee is not required to provide paid leave under the Victims'Economic Security and Safety Act,but may not suspend group health plan benefits during the leave period.Any failure on behalf of the Grantee to comply with all applicable provisions of the Victims'Economic Security and Safety Act,or applicable rules and regulations promulgated thereunder,may result in a determination that the Grantee is ineligible for future contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations,and this Agreement may be cancelled or voided in whole or in part, and such other sanctions or penalties may be imposed or remedies invoked,as provided by statute or regulation. 33.4. Equal Pay Act of 2003(820 ILCS 112 et sea.).If the Grantee has one(1)or more employees,it is prohibited by the Equal Pay Act of 2003 from: (a)discriminating between employees by paying unequal wages on the basis of sex for doing the same or substantially similar work;(b)discriminating between employees by paying wages to an African-American employee at a rate less than the rate at which the Grantee pays wages to another employee who is not African-American for the same or substantially similar work;(c) remedying violations of the Equal Pay Act of 2003 by reducing the wages of other employeesor discriminating against any employee exercising their rights under the Equal Pay Act of 2003;and(d)screening job applicants based on their current or prior wages or salary histories, or requesting or requiring a wage or salary history from an individual as a condition of employment or consideration for employment.Any failure on behalf of the Grantee to comply with all applicable provisions of the Equal Pay Act of 2003,or applicable rules and regulations promulgated thereunder,may result in a determination that the Grantee is ineligible for future contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations,and this Agreement may be cancelled or voided in whole or in part, and such other sanctions or penalties may be imposed or remedies invoked,as provided by statute or regulation. 33.5. Steel Products Procurement Act(30ILCS565/1etsea.);The Grantee,if applicable,hereby certifies that any steel products used or supplied in accordance with this Award for a public works project shall be manufactured or produced in the United States per the requirements of the Steel Products Procurement Act(30 ILCS 565/1 etseq.). 33.6. Business Enterprise for Minorities.Women,and Persons with Disabilities Act and Illinois Human Rights Act(30 ILCS 575/0.01;775 ILCS 5/2-105).The Grantee acknowledges and hereby certifies compliance with the provisions of the Business Enterprise for Minorities,Women,and Persons with Disabilities Act,and the equal employment practices of Section 2-105 of the Illinois Human Rights Act for the provision of services which are directly related to the Award activities to be performed under this Agreement. 33.7. Identity Protection Act(5 ILCS 179/1 et sea.)and Personal Information Protection Act(815 ILCS 530/1 et seq.'. The Grantor is committed to protecting the privacy of its vendors,grantees and beneficiaries of programs and services.At times,the Grantor will request social security numbers or other personal identifying information. Federal and state laws, rules and regulations require the collection of this information for certain purposes relating to employment and/or payments for goods and services,including,but not limited to,Awards The Grantor also collects confidential information for oversight and monitoring purposes. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 35 of 45 Agreement No. 24-411095 Furnishing personal identity information,such as a social security number,is voluntary;however,failure to provide required personal identity information may prevent an individual or organization from using the services/benefits provided by the Grantor as a result of state or federal laws,rules and regulations. To the extent the Grantee collects or maintains protected personal information as part of carrying out the Award activities,the Grantee must maintain the confidentiality of the protected personal information in accordance with applicable law and as set forth below. (a) Personal Information Defined.As used herein,"Personal Information"shall have the definition set forth in the Personal Information Protection Act,815 ILCS 530/5 ("PIPA"). (b) Protection of Personal Information.The Grantee must use at least reasonable care to protect the confidentiality of Personal Information that is collected or maintained as part of the Award activities and(i)not use any Personal Information for any purpose outside the scope of the Award activities and (ii)except as otherwise authorized by the Grantor in writing,limit access to Personal Information to those of its employees,contractors,and agents who need such access for purposes consistent with the Award Activities.If Grantee provides any contractor or agent with access to Personal Information,it must require the contractor or agent to comply with the provisions of this Paragraph. (c) Security Assurances.Grantee represents and warrants that it has established and will maintain safeguards against the loss and unauthorized access,acquisition,destruction,use,modification, or disclosure of Personal Information and shall otherwise maintain the integrity of Personal Information in its possession in accordance with any federal or state law privacy requirements,including PIPA.These safeguards must be reasonably designed to(i) ensure the security and confidentiality of the Personal Information,(ii) protect against any anticipated threats or hazards to the security or integrity of Personal Information,and (iii)protect against unauthorized access to or use of Personal Information.Additionally, Grantee will have in place policies,which provide for the secure disposal of documents and information which contain Personal Information,including but not limited to shredding documents and establishing internal controls over the authorized access to such information.815 ILCS 530/40. (d) Breach Response.In the event of any unauthorized access to,unauthorized disclosure of, loss of,damage to or inability to account for any Personal Information(a"Breach"),Grantee agrees that it will promptly,at its own expense: (i) report such Breach to the Grantor by telephone with immediate written confirmation sent by e-mail, describing in detail any accessed materials and identifying any individual(s)who may have been involved in such Breach;(ii)take all actions necessary or reasonably requested by the Grantor to stop,limit or minimize the Breach;(iii)restore and/or retrieve,as applicable, and return all Personal Information that was lost,damaged,accessed,copied or removed;(iv)cooperate in all reasonable respects to minimize the damage resultingfrom such Breach;(v)provide any notice to Illinois residents as required by 815 ILCS 530/10,815 ILCS 530/12 or applicable federal law,in consultation with the Grantor;and(vi)cooperate in the preparation of any report related to the Breach that the Grantor may need to present to any governmental body. (e) Injunctive Relief.Grantee acknowledges that,in the event of a breach of this Paragraph, Grantor will likely suffer irreparable damage that cannot be fully remedied by monetary damages. Accordingly,in addition to any remedy which the Grantor may possess pursuant to applicable law,the Grantor retains the right to seek and obtain injunctive relief against any such breach in any Illinois court of competent jurisdiction. (f) Compelled Access or Disclosure.The Grantee may disclose Personal Information if it is compelled by law,regulation,or legal processto do so,provided the Grantee gives the Grantor at least ten (10) days' prior notice of such compelled access or disclosure (to the extent legally permitted) and reasonable assistance if the Grantor wishes to contest the access or disclosure. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 36 of 45 Agreement No. 24-411095 ARTICLE XXXIV ADDITIONAL MISCELLANEOUS PROVISIONS 34.1. Workers'Compensation Insurance,Social Security,Retirement and Health Insurance Benefits,and Taxes.The Grantee must provide Workers'Compensation insurance where the same is required and accepts full responsibility for the payment of unemployment insurance,premiums for Workers'Compensation,Social Security and retirement and health insurance benefits,as well as all income tax deduction and any other taxes or payroll deductions required by law for its employees who are performing services specified by this Agreement. 34.2. Required Notice.Grantee agrees to give prompt notice to the Grantor of any event that may materially affect the performance required u nderthis Agreement.Any notice or final decision by Grantor relating to (a)a Termination or Suspension(ARTICLE XIII),(b)Modifications,Management Waiversor Term Extensions(ARTICLE XXX)or(c)Assignments(Paragraph 22.2)must be executed by the Director of the Grantor or her or his authorized designee. ARTICLE XXXV ADDITIONAL REQUIRED CERTIFICATIONS The Grantee makes the following certifications as a condition of this Agreement.These certifications are required by State statute and are in addition to any certifications required by any federal funding source as set forth in this Agreement.Grantee's execution of this Agreement shall serve as its attestation that the certifications made herein are true and correct. 35.1. Sexual Harassment.The Grantee certifies that it has written sexual harassment policies that must include,at a minimum,the following information:(i)the illegality of sexual harassment;(ii)the definition of sexual harassment under State law;(iii)a description of sexual harassment,utilizing examples; (iv)the Grantee's internal complaint process including penalties;(v)the legal recourse,investigative and complaint process available through the Department of Human Rights and the Human Rights Commission; (vi) directions on how to contact the Department of Human Rights and the Human Rights Commission;and(vii)protection against retaliation as provided by Sections 6-101 and 6-101.5 of the Illinois Human Rights Act. 775 ILCS 5/2-105(A)(4).A copy of the policies must be provided to the Grantor upon request. 35.2. Federal,State and Local Laws:Tax Liabilities:State Agency Delinquencies.The Grantee is required to comply with all federal,state and local laws,including but not limited to the filing of any and all applicable tax returns.If Grantee is delinquent in filing and/or paying any federal,state and/or local taxes,the Grantor will disburse Grant Funds only if the Grantee enters into an installment payment agreement with the applicable tax authorityand remains in good standing with that authority.Grantee is required to tender a copy of all relevant installment payment agreements to the Grantor. In no event may Grantee utilize Grant Funds to discharge outstanding tax liabilities or other debts owed to any governmental unit.The execution of this Agreement by the Grantee is its certification that:(i)it is current as to thefiling and payment of any federal,state and/or local taxes applicable to Grantee;and(ii) it is not delinquent in its payment of moneys owed to any federal, state,or local unit of government. 35.3. Lien Waivers. If applicable, the Grantee must monitor construction to assure that necessary contractors'affidavits and waivers of mechanics liens are obtained prior to release of Grant Funds to contractors and subcontractors. 35.4. Grant for the Construction of Fixed Works.Grantee certifies that all Projects for the construction of fixed works which are financed in whole or in part with funds provided by this Agreement will be subject to the Prevailing Wage Act(820 ILCS 130/0.01 et seq.) unless the provisions of that Act exempt its application. In the State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 37 of 45 Agreement No. 24-411095 construction of the Projects,Grantee must complywith the requirements of the Prevailing Wage Act including,but not limited to: (a) paying the prevailing rate of wages required by the Illinois Department of Labor,or a court on review,to all laborers,workers and mechanics performing workwith Grant Fundsprovided through this Agreement, (b)inserting into all contracts for such construction a stipulation to the effect that not less than the prevailing rate of wages as applicable to the Project must be paid to all laborers,workers,and mechanics performing work under this Award;and(c)requiring all bonds of contractors to include a provision as will guarantee the faithful performance of the prevailing wage clause as provided by contract. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 38 of 45 Agreement No. 24-411095 PART THREE—PROJECT-SPECIFIC TERMS In addition to the uniform requirements in PARTONE and Grantor-Specific Terms in PART TWO.Grantor has the following additional requirements for this Project: ARTICLE XXXVI REPORT DELIVERABLE SCHEDULE 36.1. External Audit Reports. External Audit Reports may be required.Refer to ARTICLE XII of this Agreement to determine whether you are required to submit an External Audit Report and the applicable due date. 36.2. Annual Financial Reports.Annual Financial Reports may be required.Refer to Paragraph 12.2 of this Agreement to determine whether you are required to submit Annual Financial Reports. 36.3. Reauired Periodic Reports.Below is the required periodic reporting schedule for this Award. February 2025 • Monthly Periodic Financial Report(02/17/2025)-Covering Period of 07/01/2024-01/31/2025; Send To: Grant Manager • Monthly Periodic Performance Report(02/17/2025)-Covering Period of 07/01/2024-01/31/2025; Send To: Grant Manager March 2025 • Monthly Periodic Financial Report(03/17/2025)-Covering Period of 02/01/2025-02/28/2025; Send To: Grant Manager • Monthly Periodic Performance Report(03/17/2025)-CoveringPeriod of 02/01/2025-02/28/2025; Send To: Grant Manager April 2025 • Monthly Periodic Financial Report(04/15/2025)-Covering Period of 03/01/2025-03/31/2025; Send To: Grant Manager • Monthly Periodic Performance Report(04/15/2025)-CoveringPeriod of 03/01/2025-03/31/2025; Send To: Grant Manager May 2025 • Monthly Periodic Financial Report(05/15/2025)-Covering Period of 04/01/2025-04/30/2025; Send To: Grant Manager • Monthly Periodic Performance Report(05/15/2025)-CoveringPeriod of 04/01/2025-04/30/2025; Send To: Grant Manager June 2025 • Monthly Periodic Financial Report(06/16/2025)-Covering Period of 05/01/2025-05/31/2025; Send To: Grant Manager • Monthly Periodic Performance Report(06/16/2025)-CoveringPeriod of 05/01/2025-05/31/2025; Send To: Grant Manager July 2025 State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 39 of 45 Agreement No. 24-411095 • Monthly Periodic Financial Report(07/15/2025)-Covering Period of 06/01/2025-06/30/2025; Send To: Grant Manager • Monthly Periodic Performance Report(07/15/2025)-CoveringPeriod of 06/01/2025-06/30/2025; Send To: Grant Manager August 2025 • End of grant Closeout Financial Report(08/14/2025)-Covering Period of 07/01/2024-06/30/2025; Send To: Grant Manager • End of grant Closeout Performance Report(08/14/2025)-Covering Period of 07/01/2024-06/30/2025; Send To: Grant Manager 36.4. Changes to Reporting Schedule.Changes to the schedules for periodic reporting,the external audit reports and the annual financial reports do not require a formal modification to this Agreement pursuant to Paragraph 22.4and ARTICLE XXX,and may be changed unilaterally by the Grantor if necessitated by a change in the project schedule or at the discretion of the Grantor.The Grantee may not modify the reporting deliverable schedules in ARTICLES X,XI,XII and XXXVI unilaterally,and must obtain prior written approval from Grantor or the Grant Accountability and Transparency Unit of the Governor's Office of Management and Budget,if applicable,to change any reporting deadlines. ARTICLE XXXVII GRANT-SPECIFIC TERMS/CONDITIONS 37.1. Funding.There are three potential sourcesof funding for this Award: (1)the Coronavirus State Fiscal Recovery Fund ("SLFRF"); (2)the Build Illinois Bond Fund("bond-funded"); and (3)the Rebuild Illinois Projects Fund.The specific source of funding may not be finally determined until sometime during the Award Term.Accordingly,all expenditures must be in compliancewith the Grantor's bondabilityguidelines. If the source of Grant Funds awarded pursuant to this Agreement is from the SLFRF,the Grant Funds would be considered a subaward from the State's allocation from the SLFRF established by Section 602 of the Social Security Act,42 USC 802. Grantee,therefore,will be required to comply with,and is subject to,all requirements of the SLFRF,the final rule implementing the SLFRF,effective April 1,2022 (the "final rule"),(87 Fed.Reg.4338,Jan.27,2022)and all other related rules and guidance issued by Grantor and the U.S.Department of the Treasury("Treasury"), including,but not limited to the following: (a) Recordkeeping Requirements. (i) The SLFRF guidance issued by Treasury requires a longer records retention period than is required by paragraph 9.1 of this Agreement.Therefore,the Grantee is required to maintain,until December 31,2031,adequate books,all financial records and supporting documents,statistical records,and all other records pertinent to this Award.If any litigation,claim or audit is started before the expiration of the retention period,the records must be retained until all litigation,claims or audit exceptions involving the records have been resolved and final action taken.Grantee is responsible for ensuringall contractors and subrecipients,if applicable,adhere to these records retention requirements. (ii) Grantee agrees to provide or make available all records related to this Award to Grantor or to Treasury upon request,and to any authorized oversight body,including,but not limited to,the Government Accountability Office("GAO"),Treasury's Office of Inspector General ("OIG"),and the Pandemic Relief Accountability Committee("PRAC"). (b) Audits. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 40 of 45 Agreement No. 24-411095 (i) Grantee may not use Grant Funds for costs for audits not performed in accordance with 2 CFR 200,Subpart F. Grantee also may be subject to audits as deemed necessary by authorized governmental entities,including Treasury,the GAO,the PRAC and the Treasury's O1G. Per Treasury Guidance,Grantee may be exempt from certain requirements in ARTICLE XII,as set forth below. (ii) Notwithstanding the provisions in ARTICLE XII herein: The financial statement audit thresholds and the requirement to submit a Consolidated Year-End Financial Report set forth in Article XII do not apply to this Award for all grantees. Further,if Grantee is a"for-profit"entity,the program-specific audit threshold and the requirement for Grantee to submit an annual audit to Grantor in ARTICLE XII,if applicable,also do not apply. (c) Civil Rights Law Compliance.In addition to the other non-discrimination and Civil Rights law compliance required in this Agreement,Grantee also certifies it is in full compliance with the terms and provisions of all legal requirements of the Treasury relating to non-discrimination and non- discriminatory use of federal funds.These requirements include ensuring that Grantee does not deny benefits or services,or otherwise discriminate on the basis of race,color,national origin(including limited English proficiency),disability,age,or sex(including sexual orientation and gender identity),in accordance with the following authorities: Title VI of the Civil Rights Act of 1964(42 USC 2000d-1 et seq.)and the Treasury's implementing regulations,31 CFR Part 22;Section 504 of the Rehabilitation Act of 1973(29 USC 794),Title IX of the Education Amendments of 1972 (20 USC 1681 et seq.)and the Treasury's implementingregulations,31 CFR Part 28;and the Age Discrimination Act of 1975 (42 USC 6101 et seq.)and the Treasury's implementing regulations at 31 CFR Part 23. (d) Reporting Reauirements.In addition to the reporting requirements set forth in this Agreement,Grantee shall submit obligation and expenditure data and performance indicators and programmatic data as required by this section,the American Rescue Plan Act of 2021 and related federal guidance,in a format requested by Grantor. See Compliance and Reporting Guidance-State and Local Fiscal Recovery Funds,available at: httos://home.treasurv.gov/system/files/136/SLFRF- Compliance-and-Reporting-Guidance.pdf.To the extent possible,when applicable,Grantee should provide data disaggregated by race,ethnicity,gender,income,and other relevant factors as required by Grantor. (i) Expenditure Category. For the purpose of the State of Illinois'required quarterly reports for its allocation from the SLFRF,this Award falls within the following expenditure category("EC")_2.37. (ii) Quarterly Reoorting(other than Infrastructure proiects.EC 5.1-5.21).Grantee is required to report the following information with its quarterly report: 1. Proiect Demographic Distribution (EC 1.1-2.37) For projects that address the Public Health or Negative Economic Impacts of COVID-19,Grantee must report on whether the project associated with this Award is targeted to"impacted"and "disproportionately impacted"communities,as defined by the final rule and related federal guidance.Grantees should be prepared to report the following: • The impacted and/or disproportionately impacted populations which this Award primarily serves. See Compliance and Reporting Guidance-State and Local Fiscal Recovery Funds(September 20,2022)at pp.20-21. 2. Public Health and Negative Economic Impacts(EC 1.1-3.5) State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 41 of 45 Agreement No. 24-411095 •Brief description of structure and objectives of assistance program(s),including public health or negative economic impact experienced • Brief description of how Grantee's response is related and reasonable and proportional to a public health or negative economic impact of COVID-19 3. Healthy Childhood Environments(EC 2.11-2.13,2.37) •Number of children served by childcare and early learning(pre-school/pre-K/ages 3-5) • Number of families served by home visiting 4. Negative Economic Impacts(EC 2.1—2.37) • Number of workers enrolled in sectoral job training programs • Number of workers completing sectoral job training programs • Number of people participating in summer youth employment programs 5. Use of Evidence(EC 1.4,1.11-1.13,2.1-2.4,2.6,2.7,2.9-2.20,2.25,2.26,2.30, 2.32,2.33,2.37) •The dollar amount of the total project spending that is allocated towards evidence- based interventions • Indicate if a program evaluation of the project is being conducted— • Note:Grantees are exempt from reporting on evidence-based interventions in cases where a program evaluation is beingconducted. • If a program evaluation is being conducted in lieu of evidence-based interventions,Grantee must describe the evaluation design including whether it is a randomized or quasi-experimental design;the key research questions being evaluated;whether the study has sufficient statistical power to disaggregate outcomes by demographics; and the timeframe for the completion of the evaluation. • Grantee must notify Grantor when the program evaluation has been completed,as the State will be required to post the evaluation publicly and link to the completed evaluation in its annual reporting. (iii) Annual Reporting-Recovery Plan Performance Report.The State of Illinois is annually required to publish and submit to Treasury a Recovery Plan Performance Report. Grantor may provide data from Grantee's quarterly reports to the Governor's Office of Management and Budget or a designee for submission with the State's Recovery Plan Performance Report.Grantee may be required to provide additional data for annual reporting as requested by Grantor or as required by subsequent updates to Treasury guidance. (e) Publications.If funded by the SLFRF,any publications produced with Grant Funds from this Award must display the following language: "This project[is being] [was]supported,in whole or in part,by federal award numberSLT-3381 awarded to the State of Illinois by the U.S.Department of the Treasury." (f) Protections for Whistleblowers.In accordance with 41 USC 4712,Grantee may not discharge,demote,or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below,information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant,a gross waste of federal funds,an abuse of authority relating to a federal contract or grant,a substantial and specific danger to public health or safety,or a violation of law,rule,or regulation relatedto a federal contract(including the competition for or negotiation of a contract)or grant. The list of persons and entities referenced in the paragraph above includes the following: • A member of Congress or a representative of a committee of Congress; State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 42 of 45 Agreement No. 24-411095 • An Inspector General; • The Government Accountability Office; • A Treasury employee responsible for contract or grant oversight or management; • An authorized official of the Department of Justice or other law enforcement agency; • A court or grand jury; or • A management official or other employee of Recipient,contractor,or subcontractor who has the responsibility to investigate,discover,or address misconduct. Grantee shall inform its employees in writing of the rights and remedies provided underthis paragraph,in the predominant native language of the workforce. (g) Increasing Seat Belt Use in the United States.Pursuant to Executive Order 13043,62 FR 19217(Apr.18,1997),Grantee should encourage its contractors to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned,rented or personally owned vehicles. (h) Reducing Text Messaging While Driving.Pursuant to Executive Order 13513,74 FR 51225(Oct.6,2009),Grantee should encourage its employees,subrecipients,and contractors to adopt and enforce policies that ban text messaging while driving,and Grantee should establish workplace safety policies to decrease accidents caused by distracted drivers. (I) Disclosure to Treasury and Public Disclosure.Grantor is required to provide detailed obligation and expenditure information to Treasuryfor any contracts and grants awarded,loans issued, transfers made to other government entities,and direct payments made from SLFRF funds that are greater than$50,000.Grantee acknowledges that identifying and demographic information(e.g. DUNS/UEI/FEIN number and location); the award date,type,amount and description; award payment method; and any other information contained within this Agreement may be subject to disclosure to Treasury by Grantor,the Governor's Office of Management and Budget,and/or their designees.Grantor cannot guarantee the information provided to Treasury will remain confidential.Subject to federal statutes governing confidentialityof personal identification information (e.g.42 USC 405),Treasury will make data submitted by Grantor and other State entities publicly available. See Project and Expenditure Report User Guide,https://home.treasurv.gov/system/files/136/Jul-2023-PE-Report-User-Guide.pdf. 37.2. Use of Real Property.Grantee shall use any real property acquired,constructed or improved with Grant Funds pursuant to this Agreement to provide the programs and servicesspecified herein for at least the Award Term stated in Paragraph 1.4.Grantee shall comply with the real property use and disposition requirements set forth in 2 CFR 200.311. 37.3. Proiects Requiring External Sign-offs. (1) Pursuant to applicable statute(s),this Award requires sign-off by the following State agency(ies). The status of the sign-off is indicated as of the date the Award is sent to the Grantee for execution: AGENCY SIGN-OFF SIGN-OFF RECEIVED OUTSTANDING Illinois State Historic Preservation Office Illinois Dept.of Agriculture Illinois Dept.of Natural Resources Illinois Environmental Protection Agency X NONE APPLICABLE State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 43 of 45 Agreement No. 24-411095 While any external sign-off is outstanding,the provisions of Item(3),immediately below apply with respect to the disbursement of funds under this Award. NOTE: The fact that a sign-off has been received in no way relieves the Grantee of its obligation to comply with any conditions or requirements conveyed by the applicable agency(ies)in conjunction with the issuance of the sign-off for the project funded under this Agreement. (2) For projects subject to review by the Illinois Environmental Protection Agency(IEPA),the Grantee must,prior to construction,obtain a construction permit or"authorization to construct"from the IEPA pursuant to the provisions of the Environmental Protection Act,415 ILCS 5/1 et seq. (3) External Sign-Off Provisions: a.) The Project described in Exhibit A and funded under this Agreement is subject to review by the external agency(ies)indicated in Item(1)immediately above. Grantee must comply with requirements established by said agency(ies) relative to their respective reviews. Any requirements communicated to the Grantor shall be incorporated into this Agreement as follows:as an attachment to this Agreement(immediately following PART THREE)at the time of the Agreement execution.The Grantee is contractually obligated to comply with such requirements. b.) Grantee is responsible for coordinating directly with the applicable external agency(ies) relative to said reviews. Except as specifically provided below,the Grantor's obligation to disburse funds under this Agreement is contingent upon notification by the applicable agency(ies)that all requirements applicable to the project described in this Agreement have been satisfied. Upon receipt of said notification,disbursement of the Grant Funds shall be authorized in accordance with the provisions of Exhibit C herein. c.) Prior to notification of compliance by the applicable external agency(ies),the Grantee may request disbursement of funds only for the following purposes: administrative,contractual, legal,engineering,orarchitecturalcosts incurred which are necessaryto allow for compliance by the Grantee of requirements established by the external agency(ies). FUNDS WILL NOT BE DISBURSED FOR LAND ACQU ISIIION OR ANY TYPE OF CONSTRUCTION OR OTHER ACTIVITY WHICH PHYSICALLY I MPACTS THE PROJECT SITE PRIOR TO RECEIPT BY THE GRANTOR OF THE REQUIRED NOTIFICATION FROM ALL APPLICABLE AGENCIES. d.) If external sign-offs are indicated in this paragraph 37.3, disbursement of Grant Funds (whether advance or scheduled)are subject to the restrictions set forth by the External Sign- Off Provisions of this paragraph 37.3. Upon receipt of all required sign-offs,the Grantor's Accounting Division will be notified of authorization to disburse Grant Funds in accordance with the disbursement method indicated herein. 37.4 Prevailing Wage Act Compliance. The work to be performed under this Agreement is subject to the Prevailing Wage Act(820 ILCS 130/0.01 et seq.).Grantee shall comply with all requirements of the Prevailing Wage Act,includingbut not limited to:(a)inserting into all contracts for construction a stipulation to the effect that not less than the prevailing rate of wages as applicable to the project shall be paid to all laborers,workers,and mechanics performing work under the Award and requiring all bonds of contractors to include a provision as will guarantee the faithful performance of such prevailing wage clause as provided by contract and (b)all required reporting and documentation. 37.5 Compliance with Illinois Works Jobs Program Act. Grantee must comply with requirements in the Illinois Works Jobs Program Act(30 ILCS 559/Art.20).For Awards with an estimated total project cost of$500,000 State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 44 of 45 Agreement No. 24-411095 or more,the Grantee will be required to comply with the Illinois WorksApprenticeship Initiative(30 ILCS 559/20-20 to 20-25)and all applicable administrative rules(see 14111.Admin.Code Part 680).The"estimated total project cost" is a good faith approximation of the costs of an entire project being paid for in whole or in part by appropriated capital funds to construct a public work. Grantee must submit a Budget Supplement Form(available on the Grantor's website)to the Grantor within ninety(90)days of the execution ofthis Award.The goal of the Illinois Apprenticeship Initiative is that apprentices will perform either 10%of the total labor hours actually worked in each prevailingwage classification or 10%of the estimated labor hours in each prevailing wage classification,whichever is less.Grantee is permitted to seek from the Grantor a waiver or reduction of this goal in certain circumstances pursuant to 30 ILCS 559/20-20(b).The Grantee must ensure compliance for the life of the entire project,including during the term of the Award and after the Term ends,if applicable,and will be required to report on and certify its compliance. 37.6 Compliance with Business Enterprise Program. If applicable to this Grant,Grantee acknowledges that it is required to comply with the Business Enterprise Program for Minorities, Females,and Persons with Disabilities Act("BEP")(30 ILLS 575/0.01 etseq.),which establishes a goal for contracting with businesses that have been certified as owned and controlled by personswho are minority,female or who have disabilities.Grantee shall maintain compliance with the BEP Utilization Plan submitted in conjunction with the Agreement and shall comply with all reporting requirements. 37.7 Compliance with the Employment of Illinois Workers on Public Works Act.Grantee acknowledges that it is required to complywith the Employment of Illinois Workers on Public Works Act(30 ILCS 570/0.01 et seq.) (the"Act"),which provides that whenever there is a period of excessive unemployment in Illinois(as defined by the Act),if the Grantee is using Grant Funds for(1)constructing or building any public works,or(2)performing the clean- up and on-site disposal of hazardous waste for the State of Illinois or any political subdivision of the State,then the Grantee shall employ at least 90%Illinois laborers on such project. Illinois laborers refers to any person who has resided in Illinois for at least 30 days and intends to become or remain an Illinois resident.Grantee may receive an exception from this requirement by submitting a request and supporting documents certifying that Illinois laborers are either not available or are incapable of performingthe particular type of work involved. The certification must (a)be submitted to the grant manager within the first quarter of the Award Term;(b)provide sufficient support that demonstrates the exception is met;(c)be signed by an authorized signatoryof the Grantee;and(d)be approved by the grant manager. In addition,every contractor on a public works project or improvement or hazardous waste clean-up and on-site disposal project in this State may place on such work no more than 3 (or 6 in the case of a hazardous waste clean-up and on-site disposal project) of the contractor's regularly employed non-resident executive and technical experts. 37.8 Interest on Grant Funds for this Award. Because this Award may be subject to the Grantor's bondability guidelines,Grantee must comply with the interest requirements contained in Paragraph 4.7,and is not permitted to retain interest earned on Grant Funds,as stated in Paragraph 30.1,unless specifically notified by Grantor that Grantee may do so. State of Illinois GRANT AGREEMENT FISCAL YEAR 2025 Page 45 of 45 State of Illinois UNIFORM GRANT BUDGET TEMPLATE Agency: Illinois Department of Commerce and Economic Opportunity ( State FY: 2025 Grantee: City of Elgin DUNS Number: 10224772 NOFO Number: CSFA Number:L Grant Number: 24-411095 CSFA Description: Section A: State of Illinois Funds Summary Detail Revenues State of Illinois Grant Amount Requested $191,651.00 Budget Expenditure Categories 1. Personnel (200.430) 2. Fringe Benefits (200.431) 3.Travel(200.474) 4. Equipment (200.439) 5. Supplies (200.94) 6. Contractual/Subawards (200.318 and .92) $191,651.00 1006 CONTRACTUAL SERV.AND SUBAWARD $191,651.00 7. Consultant(200.459) 8. Construction 9. Occupancy (200.465) 10. Research and Development (200.87) 11.Telecommunications 12.Training and Education (200.472) 13. Direct Administrative Costs (200.413) 14. Miscellaneous Costs 15. Grant Exclusive Line Item(s) 16. Total Direct Costs(add lines 1-15) $191,651.00 $191,651.00 17. Total Indirect Costs(200.414) Rate: % Base: 18. Total Costs State Grant Funds(Lines 16 and 17) $191,651.00 $191,651.00 Grantee: City of Elgin ] NOFO Number:I 0 Grant Number:1 24-411095 SECTION A-Continued-Indirect Cost Rate Information If your organization is requesting reimbursement for indirect costs on line 17 of the Budget Summary, please select one of the following options. If not reimbursement is being requested please consult your program office regarding possible match requirements. Your organization may not have a Federally Negotiated Cost Rate Agreement. Therefore,in order for your organization to be reimbursed for the Indirect Costs from the State of Illinois your organziation must either: a. Negotiate an Indirect Cost Rate with the State of Illinois' Indirect Cost Unit with guidance from you State Cognizant Agency on an annual basis; b. Elect to use the de minimis rate of 10%modified for total direct costs(MTDC)which may be used indefinitely on State of Illinois awards;or c. Use a Restricted Rate designated by programmatic or statutory policy(see Notice of Funding Opportunity or Restricted Rate Programs). Select ONLY One: 1) ❑ Our Organization receives direct Federal funding and currently has a Negotiated Indirect Cost Rate Agreement(NICRA)with our federal Cognizant Agency. A copy of this agreement will be provided to the State of Illinois'Indirect Cost Unit for review and documentation before reimbursement is allowed. This NICRA will be accepted by all State of Illinois agencies up to any statutory,rule-based or programmatic restrictions or limitations. 2a) i j Our Organizations currently has a Negotitated Indirect Cost Rate Agreement(NICRA)with the State of Illinois that will be accepted by all State of Illinois agencies up to any statutory, rule-based or programmatic restrictions or limitations. Our Organization is required to submit a new Indirect Cost Rate Proposal to the Indirect Cost Unit within 6 months after the close of each fiscal year pursuant to 2 CFR 200,Appendiz IV(c)(2)(c). 2b) D Our Organization currently does not have a Negotiated Indirect Cost Rate Agreement (NICRA)with the State of Illinois. Our organization will submit our initial Indirect Cost Rate Proposal (ICRP)immediately after our Organization is advised that the State award will be made no later than 3 months after the effective date of the State award pursuant to 2 CFR 200 Appendix(C)(2)(b). The initial ICRP will be sent to the State of Illinois Indirect Cost unit. 3) 0 Our Organization has never received a Negotiated Indirect Cost Rate Agreement from either the federal government or the State of Illinois and elects to charge the de minimis rate of 10%modified total direct cost(MTDC)which may be used indefinitely on State of Illinois awards pursuant to 2 CRF 200.414(C)(4)(f)and 200.68. 4) ❑ For Restricted Rate Programs,our Organization is using a restricted indirect cost rate that: ❑ is included as a"Special Indirect Cost Rate"in the NICRA, pursuant to 2 CFR 200 Appendix IV(5);or complies with other statutory policies. Rate: % 5) ❑ No reimbursement of Indirect Cost is being requested. Basic Negotiated Indirect Cost Rate Information(Use only if option 1 or 2(a),above is selected.) Period Covered By NICRA: From: To: Approving Federal or State Agency: Indirect Cost Rate: % The Distribution Base Is: 1 I 1 Grantee: City of Elgin NOFO Number: 0 Grant Number: 24-411095 Section Bi: Non-State of Illinois Cash Funds Revenues Grantee Cash Match Requirement: 25 % b) Cash Match $191,651.00 c) other Funding and Contributions Total Non-State Cash Funds(lines b-c) $191,651.00 Budget Expenditure Categories Summary Detail 1. Personnel (200.430) 2. Fringe Benefits(200.431) 3.Travel(200.474) 4. Equipment(200.439) 5.Supplies(200.94) 6.Contractual/Subawards(200.318 and .92) $191,651.00 5006 MATCH-CONTRACTUAL $191,651.00 7.Consultant(200.459) 8.Construction 9.Occupancy(200.465) 10. Research and Development(200.87) 11.Telecommunications 12.Training and Education(200.472) 13. Direct Administrative Costs(200.413) 14.Miscellaneous Costs 15.Grant Exclusive Line Item(s) 16. Total Direct Costs(add lines 1-15) $191,651.00 $191,651.00 17.Total Indirect Costs(200.414) Rate: Base: 18. Total Costs Non State Cash Funds(Lines 16 and 17) $191,651.00 $191,651.00 Grantee: ;City of Elgin NOFO Number:1 0 Grant Number: 24-411095 By signing this report, I certify to the best of my knowledge and belief that the report is true, complete and accurate and that any false,fictitious or fraudulent information or the omission of any material fact could result in the immediate termination of my grant award(s). • Institution/Organization: L..0 7C -6/qC, Institution/Organization: Signature: �' ,� �� Signature: aGL Printed Name: A/62_l,//10GAL Printed Name: -E'►` i ib Y ' lf i N Title: Title: ''"A `ll O V— Phone: �7— 927-56A c4 Phone: 3111 - r Date: / .7 Ot Date: Note: The State Awarding Agency may change required signers based on the grantee's organizational structure. The required signers must have the authority to enter into contractual agreements on the behalf of the organization.