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HomeMy WebLinkAboutResolutions - 2023.07.20 - 40338 AGENDA ITEM: FY 2023 Michigan Economic Development Corporation Grant with Oakland County – Grant Acceptance DEPARTMENT: Executive's Office MEETING: Board of Commissioners DATE: Thursday, July 20, 2023 6:00 PM - Click to View Agenda ITEM SUMMARY SHEET COMMITTEE REPORT TO BOARD Resolution #2023-3086 _ 23-115 Motion to adopt the attached suggested resolution. ITEM CATEGORY SPONSORED BY Grant Yolanda Smith Charles INTRODUCTION AND BACKGROUND POLICY ANALYSIS The Sustainability Office is requesting the acceptance of the grant funds from the State of Michigan Economic Development Corporations (MEDC) for $1,000,000 to support the cost of constructing electric vehicle (EV) charging stations on county-owned properties. A grant match is not required. The following are the locations and number of electric charging stations: Board of Commissioners 1-dual port level 2 charger Executive Office Building 1-dual port level 2 charger Courthouse North Parking – east 1-dual port level 2 charger Courthouse North Parking – west 1-dual port level 2 charger Waterford Oaks 6 public facing, 2 staff facing dual port level 2 chargers Lyons Oaks 8 public facing dual port level 2 chargers Total Chargers: 20 dual port level 2 chargers which equals 40 charging ports Facilities Management and Parks and Recreation are supporting this project. The EV infrastructure and installation work will be bid out following Oakland County Purchasing polices. The grant has completed the Grant Review Process. The grant period is from October 1, 2022, through December 31, 2025. The acceptance of the grant does not obligate the County to any further commitment. On approval of the Board, the Chair is authorized to execute the agreement. The budget will be amended as reflected in Schedule A – Budget Amendment. BUDGET AMENDMENT REQUIRED: Yes Committee members can contact Michael Andrews, Policy and Fiscal Analysis Supervisor at 248.425.5572 or andrewsmb@oakgov.com, or the department contact persons listed for additional information. CONTACT Erin Quetell, Environmental Sustainability Officer ITEM REVIEW TRACKING Aaron Snover, Board of Commissioners Created/Initiated - 7/20/2023 David Woodward, Board of Commissioners Approved - 7/20/2023 Hilarie Chambers, Executive's Office Approved - 7/28/2023 Lisa Brown, Clerk/Register of Deeds Final Approval - 7/31/2023 AGENDA DEADLINE: 08/02/2023 8:35 PM ATTACHMENTS 1. Schedule A Michigan Economic Development Corporation Grant UPDATED 2. Grant Review Sign-Off.sustainofficeacceptance 3. MEDC contract - Michigan Enhancement Grant 1M EVs COMMITTEE TRACKING 2023-07-12 Economic Development & Infrastructure - Recommend and Forward to Finance 2023-07-12 Finance - Recommend to Board 2023-07-20 Full Board - Adopt Motioned by: Commissioner Robert Hoffman Seconded by: Commissioner Angela Powell Yes: David Woodward, Michael Spisz, Michael Gingell, Penny Luebs, Karen Joliat, Kristen Nelson, Christine Long, Robert Hoffman, Philip Weipert, Gwen Markham, Angela Powell, Marcia Gershenson, Janet Jackson, Charles Cavell, Brendan Johnson, Ajay Raman (16) No: None (0) Abstain: None (0) Absent: Gary McGillivray, William Miller III, Yolanda Smith Charles (3) Passed July 20, 2023 RESOLUTION #2023-3086 _ 23-115 Sponsored By: Yolanda Smith Charles Executive's Office - FY 2023 Michigan Economic Development Corporation Grant with Oakland County – Grant Acceptance Chair and Members of the Board: WHEREAS Oakland County has been awarded grant funds in the amount of $1,000,000 from the State of Michigan Economic Development Corporation (MEDC) for the October 1, 2022, through December 31, 2025; and WHEREAS the grant funds will be utilized to support the cost of constructing electric vehicle charging stations on county-owned properties; and WHEREAS the grant agreement has completed the Grant Award Process in accordance with Miscellaneous Resolution #19006. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners accepts the Michigan Economic Development Corporation Grant in the amount of $1,000,000 for a period of October 1, 2022 through December 31, 2025. BE IT FURTHER RESOLVED that the acceptance of this grant does not obligate the County to any further commitment. BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners authorizes the Board Chair to execute the grant agreement. BE IT FURTHER RESOLVED that the budget shall be amended as reflected in Schedule A – Budget Amendment. Chair, the following Commissioners are sponsoring the foregoing Resolution: Yolanda Smith Charles. Date: July 20, 2023 David Woodward, Commissioner Date: July 28, 2023 Hilarie Chambers, Deputy County Executive II Date: July 31, 2023 Lisa Brown, County Clerk / Register of Deeds COMMITTEE TRACKING 2023-07-12 Economic Development & Infrastructure - Recommend and Forward to Finance 2023-07-12 Finance - Recommend to Board 2023-07-20 Full Board - Adopt Motioned by Commissioner Robert Hoffman seconded by Commissioner Angela Powell to adopt the attached Grant: FY 2023 Michigan Economic Development Corporation Grant with Oakland County – Grant Acceptance. Yes: David Woodward, Michael Spisz, Michael Gingell, Penny Luebs, Karen Joliat, Kristen Nelson, Christine Long, Robert Hoffman, Philip Weipert, Gwen Markham, Angela Powell, Marcia Gershenson, Janet Jackson, Charles Cavell, Brendan Johnson, Ajay Raman (16) No: None (0) Abstain: None (0) Absent: Gary McGillivray, William Miller III, Yolanda Smith Charles (3) Passed ATTACHMENTS 1. Schedule A Michigan Economic Development Corporation Grant UPDATED 2. Grant Review Sign-Off.sustainofficeacceptance 3. MEDC contract - Michigan Enhancement Grant 1M EVs STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on July 20, 2023, with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of the Circuit Court at Pontiac, Michigan on Thursday, July 20, 2023. Lisa Brown, Oakland County Clerk / Register of Deeds Oakland County, Michigan FACILITIES MANAGEMENT/FACILITIES ADMINISTRATION/OFFICE OF SUSTAINABILITY - FY 2023 MICHIGAN ECONOMIC DEVELOPMENT CORPORATION GRANT Schedule "A" DETAIL R/E Fund Name Division Name Fund # (FND)Cost Center (CCN) # Account # (RC/SC) Program # (PRG)Grant ID (GRN) # Project ID # (PROJ) Region (REG) Budget Fund Affiliate (BFA) Ledger Account Summary Account Title FY 2023 Amendment FY 2024 Amendment FY 2025 Amendment R General Fund Grants Facilities Management Admin FND10101 CCN1040101 RC615571 PRG140015 GRN-1004136 615000 State Operating Grants $1,000,000.00 $-$- Total Revenues $1,000,000.00 $-$- E General Fund Grants Facilities Management Admin FND10101 CCN1040101 SC788001 PRG140015 GRN-1004136 BFA40400 788001 Transfer Out - Proj Work Order $1,000,000.00 $-$- Total Expenditures $1,000,000.00 $-$- R Project Work Order Facilities Engineering Admin FND40400 CCN1040801 RC695500 PRG148020 PROJ-17357 BFA10101 695500 Transfer In - General Fund Grants $1,000,000.00 $-$- Total Revenues $1,000,000.00 $-$- E Project Work Order Facilities Engineering Admin FND40400 CCN1040801 SC796500 PRG148020 PROJ-17357 796500 Budgeted Equity Adjustments $1,000,000.00 $-$- Total Expenditures $1,000,000.00 $-$- GRANT REVIEW SIGN-OFF – Environmental Sustainability GRANT NAME: Michigan Economic Development Corporation Grant FUNDING AGENCY: Michigan Economic Development Corporation (MEDC) DEPARTMENT CONTACT: STATUS: Grant Acceptance (Greater than $10,000) DATE: 06/12/2023 Please be advised that the captioned grant materials have completed internal grant review. Below are the returned comments. The Board of Commissioners’ liaison committee resolution and grant acceptance package (which should include this sign- off and the grant agreement/contract with related documentation) may be requested to be placed on the agenda(s) of the appropriate Board of Commissioners’ committee(s) for grant acceptance by Board resolution. DEPARTMENT REVIEW Management and Budget: Approved – Sheryl Johnson (05/23/2023) Human Resources: Approved by Human Resources. No position impact. – Heather Mason (5/23/2023) Risk Management: Approved. - Diana McBroom (5/24/2023) Corporation Counsel: The Department of Corporation Counsel is unable to approve this agreement due to unacceptable indemnification and insurance language in section XV on page 5: XV. INDEMNIFICATION AND GRANTEE LIABILITY INSURANCE. To the extent permitted by law, The Grantee shall indemnify, defend and hold harmless the MEDC, its corporate board of directors, executive committee members including its participants, its corporate board of directors, its officers, agents, and employees (the "Indemnified Persons") from any damages that it may sustain through the negligence of the Grantee pertaining to the performance of this agreement. The Grantee shall maintain such insurance to protect the Indemnified Persons from claims that might arise out of or as a result of the Grantee's operations; however, Grantee's indemnification obligation shall not be limited to the limits of liability imposed under the Grantee's insurance policies. The Grantee will provide and maintain its own general liability, property damage, and Worker's Compensation insurance. The insurance shall be written for not less than any limits of liability required by law for the Grantee's obligation for indemnification under this agreement. Oakland County cannot agree to indemnify, defend or hold harmless MEDC, its corporate board of directors, executive committee members including its participants, its corporate board of directors, its officers, agents, and employees. As a governmental entity and a Michigan Municipal and Constitutional Corporation, Oakland County is prohibited by state law from indemnifying a third party. See Michigan Municipal Liability & Property Pool v Muskegon County Bd of County Rd Comm, 235 Mich App 183 (1999); OAG, 197701978, No 5305, p 436 (May 3, 1978). Oakland County proposes the alternative language "Each party to this agreement will remain responsible for any claims arising out of that party's performance of this agreement as provided by this agreement or by law. This agreement is not intended to increase or decrease either party's liability for or immunity from tort claims. This agreement is not intended to nor will it be interpreted as giving either party a right of indemnification, either by agreement or at law, for claims arising out of the performance of this agreement. Additionally, we request the following language be added to the agreement: Nothing herein shall be construed as a waiver of any governmental immunity. that has been provided to the Grantee or its employees by statute or court decisions. – Heather Lewis (05/24/2023) Approved – Heather Lewis (05/30/2023) [Due diligence was done by grant manager Erin Quetell to have changes to the agreements as noted above by Corp Counsel. The State was working to make changes, as of 6/12/2023 no revised contract has been received by the department] Execution Copy 1 CASE - 381280 MICHIGAN ECONOMIC DEVELOPMENT CORPORATION GRANT WITH OAKLAND COUNTY The Michigan Economic Development Corporation (the “MEDC”) enters into a binding agreement (the “Agreement”) with Oakland County (the “Grantee”). As used in this Agreement, the MEDC and Grantee are sometimes individually referred to as a “Party” and collectively as “Parties.” Grantee: Oakland County 1200 North Telegraph Road Pontiac, Michigan 48341 I. NATURE OF SERVICES. The purpose of this Agreement is to provide funding to the Grantee to support the cost of constructing electric vehicle charging stations on a university campus located in Oakland County and other Grantee-owned properties (the “Grant Activities”). II. PERFORMANCE SCHEDULE. Starting Date: October 1, 2022 Ending Date: December 31, 2025 The term of this Agreement (the “Term”) shall commence on the Starting Date and shall continue until the occurrence of an event described in Section IX of this Agreement. III. INCORPORATION BY REFERENCE. The following documents are incorporated by reference as binding obligations, term, and conditions of the Agreement. Exhibit A: Grantee’s Budget In the event of any inconsistency between the provisions of Exhibit A and this Agreement, the provisions of this Agreement shall control. IV. PAYMENT SCHEDULE INFORMATION. A. The MEDC agrees to pay the Grantee a sum not to exceed One Million Dollars ($1,000,000) (the “Grant”). A disbursement of 50% of the funds may be made following Grant Agreement execution and authorization by the Grant Administrator. Additional funds shall only be disbursed after verification that the previous payment has been expended, in full, in accordance with the Agreement. Execution Copy 2 B. Payment(s) under this Agreement shall be made by the MEDC to Grantee upon receipt and approval by the Grant Administrator of Grantee’s billing statement(s) stating that the work for which payment is requested has been appropriately performed. Grantee shall provide Grantee’s billing statement(s) to Grant Administrator or at Grant Administrator’s direction. Grant Administrator shall provide Grantee with appropriate submission instructions of Grantee’s billing statement(s). C. MEDC requires that payments under this Agreement be processed by electronic funds transfer (EFT). Grantee is required to register to receive payments by EFT at the State Integrated Governmental Management Applications (SIGMA) Vendor Self Service (VSS) website (www.michigan.gov/VSSLogin). D. The Grantee agrees that all funds shown in the Budget, described in Exhibit A, are to be spent as specified. This Agreement does not commit the MEDC to approve requests for additional funds during or beyond this Grant period. E. Changes in the Budget will be allowed only upon prior review and written approval by the Grant Administrator. F. Grantee’s billing statement(s) may be subject to a final audit prior to the release of final payment. V. MEDC GRANT ADMINISTRATOR. The Grantee must communicate with the MEDC representative named below or his or her designee regarding this Agreement. The Grant Administrator may be changed, at any time, at the discretion of the MEDC. Kristyn Blackmer (the “Grant Administrator”) Michigan Economic Development Corporation 300 North Washington Square Lansing, Michigan 48913 blackmerk1@michigan.org VI. GRANTEE DUTIES. A. The Grantee agrees to submit documentation of the expenditures of funds in accordance with Exhibit A and submit quarterly progress reports in a form and to the satisfaction of the MEDC, that provides at a minimum the status of the project and an accounting of all funds expended on Grant Activities during that quarter. Execution Copy 3 VII. RELATIONSHIP OF THE PARTIES. A. Due to the nature of the services described herein and the need for specialized skill and knowledge of Grantee, the MEDC is entering into this Agreement with Grantee. As a result, neither Grantee nor any of its employees or agents is or shall become an employee of the MEDC due to this Agreement. B. Grantee will provide the services and achieve the results specified in this Agreement free from the direction or control of the MEDC as to means and methods of performance. C. The MEDC is not responsible for any insurance or other fringe benefits, including, but not limited to, Social Security, Worker's Compensation, income tax withholdings, retirement or leave benefits, for Grantee or its employees. Grantee assumes full responsibility for the provision of all such insurance coverage and fringe benefits for its employees. D. All tools, supplies, materials, equipment, and office space necessary to carry out the services described in this Agreement are the sole responsibility of Grantee unless otherwise specified herein. E. Grantee shall retain all control of its employees and staffing decisions independent of the direction and control of the MEDC. VIII. ACCESS TO RECORDS. During the Term, and for seven (7) years after the Ending Date, the Grantee shall maintain reasonable records, including evidence that the services actually were performed and the identity of all individuals paid for such services, and shall allow access to those records by the MEDC or their authorized representative at any time during this period. IX. TERMINATION. This Agreement shall terminate upon the earlier of the following: A. The Ending Date. B. Termination by the MEDC: 1. By giving thirty (30) calendar days prior written notice to the Grantee in the event of fraudulent behavior or other egregious circumstances directly relating to the Grantee or the Grant Activities not otherwise covered by Section XIX of this Agreement, which would in the judgment of the MEDC CEO, reflect unfavorably on the State of Michigan if the Agreement were not terminated; or 2. In the event that the Legislature of the State of Michigan the State Government, or any State official, commission, authority, body, or employee Execution Copy 4 or the federal government (a) takes any legislative or administrative action which fails to provide, terminates, or reduces the funding necessary for this Agreement; or (b) takes any legislative or administrative action, which is unrelated to the source of funding for the Grant, but which affects the MEDC’s ability to fund and administer this Agreement and other MEDC programs, provided, however, that in the event such action results in an immediate absence or termination of funding, cancellation may be made effective immediately upon delivery of notice to the Grantee; or 3. Pursuant to Section XIX of this Agreement. X. MEDC EMPLOYEES. The Grantee will not hire any employee of the MEDC to perform any services covered by this agreement without prior written approval from the Chief Executive Officer of the MEDC. XI. CONFIDENTIAL INFORMATION. Except as required by law, the Grantee shall not disclose any information, including targeted business lists, economic development analyses, computer programs, databases, and all materials furnished to the Grantee by the MEDC without the prior written consent of the MEDC. All information described in this Section shall be considered “Confidential Information” under this Agreement. Confidential Information does not include: (a) information that is already in the possession of, or is independently developed by, Grantee; (b) becomes publicly available other than through breach of this Agreement; (c) is received by Grantee from a third party with authorization to make such disclosures; or (d) is released with MEDC’s written consent. XII. PUBLICATIONS. Except for Confidential Information, the MEDC hereby agrees that researchers funded with the Grant shall be permitted to present at symposia, national, or regional professional meetings, and to publish in journals, theses, or dissertations, or otherwise of their own choosing, the methods and results of their research. Grantee shall at its sole discretion and at its sole cost and expense, prior to publication, seek intellectual property protection for any Inventions (as described in Section XIII) if commercially warranted. Grantee shall submit to the MEDC a listing of articles that Grantee has submitted for publication resulting from work performed hereunder in its quarterly report to the MEDC. Grantee shall acknowledge the financial support received from the MEDC, as appropriate, in any such publication. XIII. INTELLECTUAL PROPERTY RIGHTS. Grantee shall retain ownership to the entire right, title, and interest in any new inventions, improvements, or discoveries developed or produced under this Grant, including, but not limited to, concepts know-how, software, materials, methods, and devices (“Inventions”) and shall have the right to enter into license agreements with industry covering Inventions. XIV. CONFLICT OF INTEREST. Except as has been disclosed to the MEDC, Grantee affirms that neither the Grantee nor its Affiliates or their employees has, shall have, Execution Copy 5 or shall acquire any contractual, financial business, or other interest, direct or indirect, that would conflict in any manner with Grantee’s performance of its obligations under this Agreement or otherwise create the appearance of impropriety with respect to this Agreement. Grantee further affirms that neither Grantee nor any affiliates or their employees has accepted or shall accept anything of value based on an understanding that the actions of the Grantee or its affiliates or either’s employees on behalf of the MEDC would be influenced. Grantee shall not attempt to influence any MEDC employee by the direct or indirect offer of anything of value. Grantee also affirms that neither Grantee, nor its Affiliates or their employees has paid or agreed to pay any person, other than bona fide employees and consultants working solely for Grantee or its Affiliate, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon or resulting from the execution of this Agreement. In the event of change in either the interests or services under this Agreement, Grantee will inform the MEDC regarding possible conflicts of interest which may arise as a result of such change. Grantee agrees that conflicts of interest shall be resolved to the MEDC’s satisfaction or the MEDC may terminate this Agreement. As used in this Paragraph, “conflict of interest” shall include, but not be limited to, conflicts of interest that are defined under the laws of the State of Michigan. XV. INDEMNIFICATION AND GRANTEE LIABILITY INSURANCE. To the extent permitted by law, The Grantee shall indemnify, defend and hold harmless the MEDC, its corporate board of directors, executive committee members including its participants, its corporate board of directors, its officers, agents, and employees (the “Indemnified Persons”) from any damages that it may sustain through the negligence of the Grantee pertaining to the performance of this Agreement. The Grantee shall maintain such insurance to protect the Indemnified Persons from claims that might arise out of or as a result of the Grantee's operations; however, Grantee’s indemnification obligation shall not be limited to the limits of liability imposed under the Grantee’s insurance policies. The Grantee will provide and maintain its own general liability, property damage, and Worker’s Compensation insurance. The insurance shall be written for not less than any limits of liability required by law for the Grantee's obligation for indemnification under this Agreement. XVI. TOTAL AGREEMENT. This Agreement, together with Exhibit A incorporated herein, is the entire agreement between the Parties superseding any prior or concurrent agreements as to the services being provided, and no oral or written terms or conditions which are not contained in this Agreement shall be binding. This Agreement may not be changed except by mutual agreement of the Parties reduced to writing and signed. Execution Copy 6 XVII. ASSIGNMENT/TRANSFER/SUBCONTRACTING. Except as contemplated by this Agreement, the Grantee shall not assign, transfer, convey, subcontract, or otherwise dispose of any duties or rights under this Agreement without the prior specific written consent of the MEDC. Any future successors of the Grantee will be bound by the provisions of this Agreement unless the MEDC otherwise agrees in a specific written consent. The MEDC reserves the right to approve subcontractors for this Agreement and to require the Grantee to replace subcontractors who are found to be unacceptable. XVIII. COMPLIANCE WITH LAWS. The Grantee is not and will not during the Term be in violation of any laws, ordinances, regulations, rules, orders, judgments, decrees, or other requirements imposed by any governmental authority to which it is subject, and will not fail to obtain any licenses, permits, or other governmental authorizations necessary to carry out its duties under this Agreement. XIX. DEFAULT. The occurrence of any one or more of the following events or conditions shall constitute an “Event of Default” under this Agreement, unless a written waiver of the Event of Default is signed by the MEDC: (a) any representation, covenant, certification, or warranty made by the Grantee shall prove incorrect at the time that such representation, covenant, certification, or warranty was made in any material respect; (b) the Grantee’s failure generally to pay debts as they mature, or the appointment of a receiver or custodian over a material portion of the Grantee’s assets, which receiver or custodian is not discharged within sixty (60) calendar days of such appointment; (c) any voluntary bankruptcy or insolvency proceedings are commenced by the Grantee; (d) any involuntary bankruptcy or insolvency proceedings are commenced against the Grantee, which proceedings are not set aside within sixty (60) calendar days from the date of institution thereof; (e) any writ of attachment, garnishment, execution, tax lien, or similar writ is issued against any property of the Grantee, which is not removed within sixty (60) calendar days. (f) the Grantee’s failure to comply with the reporting requirements hereof; (g) the Grantee’s failure to comply with any obligations or duties contained herein; and on (h) Grantee’s use of the Grant funds for any purpose not contemplated under this Agreement. XX. AVAILABLE REMEDIES. Upon the occurrence of any one or more of the Events of Default, the MEDC may terminate this Agreement immediately upon notice to the Grantee. The termination of this Agreement is not intended to be the sole and exclusive remedy in case any Event of Default shall occur and each remedy shall be cumulative and in addition to every other provision or remedy given herein or now or hereafter existing at law or equity. XXI. REIMBURSEMENT. If this Grant is terminated as a result of Section XIX(h) hereof, the MEDC shall have no further obligation to make a Grant disbursement to the Grantee. The Grantee shall reimburse the MEDC for disbursements of the Grant determined to have been expended for purposes other than as set forth herein as well as any Grant funds, which were previously disbursed but not yet Execution Copy 7 expended by the Grantee. XXII. NOTICES. Any notice, approval, request, authorization, direction, or other communication under this Agreement shall be given in writing and shall be deemed to have been delivered and given for all purposes: (a) on the delivery date if delivered by electronic mail or by confirmed facsimile; (b) on the delivery date if delivered personally to the Party to whom the same is directed; (c) one business day after deposit with a commercial overnight carrier, with written verification of receipt; or (d) Three business days after the mailing date, whether or not actually received, if sent by U.S. mail, return receipt requested, postage, and charges prepaid, or any other means of rapid mail delivery for which a receipt is available. The notice address for the Parties shall be the address as set forth in this Agreement, with the other relevant notice information, including the recipient for notice and, as applicable, such recipient’s facsimile number or electronic mail address, to be as reasonably identified by notifying Party. The MEDC and Grantee may, by notice given hereunder, designate any further or different addresses to which subsequent notices shall be sent. XXIII. ACCESS TO RECORDS AND INSPECTION RIGHTS. During the Term, there will be frequent contact between the Grant Administrator and the Grantee. Until the end of the Term, to enable the MEDC to monitor and ensure compliance with the terms of this Agreement, the Grantee shall permit the MEDC to visit the Grantee, and any other location where books and records of the Grantee are normally kept, to inspect the books and records, including financial records and all other information and data relevant to the terms of this Agreement, including the expenditure of the Grant disbursements; provided, however, that such audit right shall survive the end of the Term by three (3) years. At such visits, the Grantee shall permit any employee or agent of the MEDC to make copies or extracts from information and to discuss the affairs, finances, and accounts of the Grantee related to this Agreement with its officers, employees, or agents. The MEDC shall have the right to remove, photocopy, photograph, or otherwise record in any way any part of such books and records with the prior written consent of the Grantee, which consent shall not be unreasonably withheld. XXIV. GOVERNING LAW. This Agreement is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced, and governed under the laws of the State of Michigan without regard to the doctrines of conflict of laws. The terms of this provision shall survive the termination or cancellation of the Agreement. XXV. COUNTERPARTS AND COPIES. The Parties hereby agree that the faxed signatures of the Parties to this Agreement shall be as binding and enforceable as original signatures; and that this Agreement may be executed in multiple counterparts with the counterparts together being deemed to constitute the complete agreement of the Parties. Copies (whether photostatic, facsimile or otherwise) of this Agreement may be made and relied upon to the same extent as Execution Copy 8 though such copy was an original. XXVI. JURISDICTION. In connection with any dispute between the Parties under this Agreement, the Parties hereby irrevocably submit to jurisdiction and venue of the Michigan circuit courts of the State of Michigan located in Ingham County. Each Party hereby waives and agrees not to assert, by way of motion as a defense or otherwise in any such action any claim; (a) that it is not subject to the jurisdiction of such court; (b) that the action is brought in an inconvenient forum; (c) that the venue of the suit, action, or other proceeding is improper; or (d) that this Agreement or the subject matter of this Agreement may not be enforced in or by such court. XXVII. SEVERABILITY. All of the clauses of this Agreement are distinct and severable and, if any clause shall be deemed illegal, void, or unenforceable, it shall not affect the validity, legality, or enforceability of any other clause or provision of this Agreement. To the extent possible, the illegal, void, or unenforceable provision shall be revised to the extent required to render the Agreement enforceable and valid, and to the fullest extent possible, the rights and responsibilities of the Parties shall be interpreted and enforced to preserve the Agreement and the intent of the Parties. Provided, if application of this section should materially and adversely alter or affect a Party’s rights or obligations under this Agreement, the Parties agree to negotiate in good faith to develop a structure that is as nearly the same structure as the original Agreement (as may be amended from time to time) without regard to such invalidity, illegality, or unenforceability. XXVIII. PUBLICITY. At the request and expense of the MEDC, the Grantee will cooperate with the MEDC to promote the Grant Activities through one or more of the placement of a sign, plaque, media coverage, or other public presentation at the project or other location acceptable to the Parties. XXIX. SURVIVAL. The terms and conditions of sections VII, VIII, XI, XV, XVII, XXIV, XXVI, and XXVII shall survive termination of this Agreement. (remainder of page intentionally left blank) Execution Copy 9 The signatories below warrant that they are empowered to enter into this Agreement. GRANTEE ACCEPTANCE: Oakland County Dated: _____________ __________________________________ David Woodward Board of Commissioners Chairman MEDC ACCEPTANCE: Michigan Economic Development Corporation Dated: _____________ __________________________________ Christin Armstrong Secretary Execution Copy A-1 EXHIBIT A GRANTEE’S BUDGET Michigan Enhancement Grant Project Budget 1. Grantee: Oakland County 2. Project Title: Installation of Electric Vehicle Charging Stations 3. Project Cost Elements: $1,000,000.00 4. Funding Sources: Public Act No. 166, Public Acts of 2022 Activities Other/Additional Notes Michigan Enhancement Grant Local Funding Other Funding Total Engineering layout & ADA designs, etc. $71,950.00 $- $- $71,950.00 Construction: labor, products, parts $837,141.00 $- $- $837,141.00 Additional General Admin (10% Max) $90,909.00 $- $- $90,909.00 Total $1,000,000.00 $- $- $1,000,000.00