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XI. CONFLICTS OF INTEREST <br />The SUBRECIPIENT shall comply with 2 CFR 200.112 with respect to the use of Program funds <br />to procure services, equipment, supplies, or other property. With respect to all other decisions <br />involving the use of Program funds, the following restriction shall apply: No person who is an <br />employee, agent, consultant, officer, or elected or appointed official of the SUBRECIPIENT and <br />who exercises or has exercised any functions or responsibilities with respect to assisted activities, <br />or who is in a position to participate in a decision making process or gain inside information with <br />regard to such activities, may obtain a personal or financial interest or benefit from the activity, or <br />have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds <br />there under, either for himself or herself, or for those with who he or she has family or business <br />ties, during his or her tenure or for one (1) year thereafter. <br />The SUBRECIPIENT agrees to abide by the ESG-CV Program's Conflict of Interest provisions <br />as expressly detailed in 24 CFR § 576.404 regarding Organizational Conflicts of Interest and <br />Personal Conflicts of Interest. All contractors of the SUBRECIPIENT must comply with the <br />same requirements that apply to the SUBRECIPIENT under this section. <br />XII. ASSIGNABILITY <br />None of the duties of, or work to be performed by, the SUBRECIPIENT under this <br />AGREEMENT shall be, subcontracted or assigned to any agency, consultant, or person without <br />the prior written consent of the CITY, The SUBRECIPIENT must submit all subcontracts and <br />other agreements that relate to this AGREEMENT to the CITY, No subcontract or assignment <br />shall terminate or alter the legal obligations of the SUBRECIPIENT pursuant to this <br />AGREEMENT. <br />XHL EXCLUSIVITY OF AGREEMENT <br />This AGREEMENT supersedes any and all other agreements, either oral or in writing, between <br />the parties hereto with respect to the use of the CITY's ESG-CV Funds by the SUBRECIPIENT <br />and contains all the covenants and agreements between the parties with respect to such ESG-CV <br />Funds in any manner whatsoever. Each party to this AGREEMENT acknowledges that no <br />representations, inducements, promises or agreements, orally or otherwise, have been made by <br />any party, or anyone acting on behalf of any party, which are not embodied herein, and that no <br />other agreement or amendment hereto shall be effective unless executed in writing and signed by <br />both the CITY and the SUBRECIPIENT. <br />XIV. AMENDMENTS OR MODIFICATIONS <br />The SUBRECIPIENT shall not obligate, encumber, spend, or otherwise utilize Program funds for <br />any activity or purpose not included or not in conformance with the budget as apportioned and as <br />submitted to the CITY unless: <br />( 1) The SUBRECIPIENT has received explicit written approval from the CITY to undertake <br />such actions, or <br />20 <br />