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EIAF #8550 — Louisville MAC Gym Expansion
<br />E. Entire Understanding
<br />This Grant represents the complete integration of all understandings between the Parties and all prior
<br />representations and understandings, oral or wntten, are merged herein. Pnor or contemporaneous additions,
<br />deletions, or other changes hereto shall not have any force or effect whatsoever, unless embodied herein
<br />F. Indemnification -General
<br />Grantee shall, to the extent permitted by law, indemnify, save, and hold harmless the State, its employees
<br />and agents, against any and all claims, damages, liability and court awards including costs, expenses, and
<br />attorney fees and related costs, incurred as a result of any act or omission by Grantee, or its employees,
<br />agents, Subgrantees, or assignees pursuant to the terms of this Grant; however, the provisions hereof shall
<br />not be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits,
<br />protection, or other provisions, of the GIA, or the Federal Tort Claims Act, 28 U S C. 2671 et seq , as
<br />applicable, as now or hereafter amended
<br />G. Jurisdiction and Venue
<br />All suits, actions, or proceedings related to this Grant shall be held in the State of Colorado and exclusive
<br />venue shall be in the City and County of Denver.
<br />H. Applicable Laws
<br />At all times during the performance of this Grant, Grantee shall comply with all applicable Federal and
<br />State laws and their implementing regulations, currently in existence and as hereafter amended Grantee
<br />also shall require compliance with such laws and regulations by subgrantees under subgrants permitted by
<br />this Grant
<br />I. Use Covenants
<br />This section 0 shall 1 ® shall not apply to this Grant:
<br />For Subject Property that is owned by Grantee upon execution of this Grant, Grantee shall record a Use
<br />Covenant substantially equivalent to Exhibit F with the county in which the property resides as soon as
<br />reasonably practicable after execution of this Grant. For Subject Property acquired by Grantee using Grant
<br />Funds, Grantee shall record a Use Covenant substantially equivalent to Exhibit F with the'county in which
<br />the property resides as soon as reasonably practicable after acquisition of such property
<br />J. Modification
<br />i. By the Parties
<br />If either the State or the Grantee desire to modify the terms of this Grant to either increase or decrease
<br />total awarded funds, make budget line item adjustments to Grant Funds, and/or change the
<br />performance period or term of the Grant, this may be achieved unilaterally by DOLA through an
<br />Option Letter (Exhibit G) Except as otherwise provided in this Grant, no modification shall be
<br />effective unless agreed to in writing by the Parties in an amendment, properly executed and approved
<br />in accordance with applicable Colorado State law, State Fiscal Rules, and Office of the State
<br />Controller Policies. Changes to the Grant shall be authorized for approval by the following State or
<br />DOLA parties
<br />a) Approval by Division Director
<br />The Division Director of DOLA, or his delegee, shall have authority to approve changes to the
<br />Responsible Administrator and Key Personnel specified in §5 of Exhibit B and the Principal
<br />Representative in §16.
<br />b) Approval by DOLA Controller
<br />The DOLA Controller shall have authority to approve all changes to the Grant which are not
<br />reserved to the Division Director above.
<br />ii. By Operation of Law
<br />This Grant is subject to such modifications as may be required by changes in Federal or Colorado
<br />State law, or their implementing regulations. Any such required modification automatically shall be
<br />incorporated into and be part of this Grant on the effective date of such change, as if fully set forth
<br />herein
<br />K. Order of Precedence
<br />The provisions of this Grant shall govern the relationship of the Parties. In the event of conflicts or
<br />inconsistencies between this Grant and its exhibits and attachments including, but not limited to, those
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