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XI.ASSIGNABILITYNone of the duties of, or work to be performed by, the SUBRECIPIENT under this AGREEMENT shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of the AUTHORITY. The SUBRECIPIENT must submit all subcontracts and other agreements that relate to this AGREEMENT to the AUTHORITY. No subcontract or assignment shall terminate or alter the legal obligations of the SUBRECIPIENT pursnant to this AGREEMENT. XII.EXCLUSIVITY OF AGREEMENTThis AGREEMENT supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the use of the AUTHORITY's EHV Services Fee Funds by the SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to such EHV Services Fee Funds iu any manner whatsoever. Each party to this AGREEMENT acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both the AUTHORITY and the SUBRECIPIENT. XIII.AMENDMENTS OR MODIFICATIONSThe SUBRECIPIENT shall not obligate, encumber, spend, or otherwise utilize program funds for any activity or purpose not included or not in conformance with the budget as apportioned and as submitted to the AUTHORITY unless: ( 1)The SUBRECIPIENT has received explicit written approval from the AUTHORITY toundertake such actions, or( 2)Budget changes may be made among approved program activities and among approvedbudget categories so long as the specific project activity has been approved, there is nochange to the total grant amount, and the changes to the budget are documented.Any program mo dification request by the SUBRECIPIENT must be requested at least forty-five (45)days prior to the end of the term of this AGREEMENT. No modification to thisAGREEMENT shall be binding by either party unless in writing and signed by both parties.In the event that the AUTHORITY approves any amendment to !lie funding allocation, the SUBRECIPIENT shall be notified in writing and such notification shall constitute an official. amendment. The AUTHORITY may, at its discretion and upon prov1s10n of proper notice to the SUBRECIPIENT, amend this AGREEMENT to conform with changes in Federal, State, and/or the AUTHORITY laws, regulations, guidelines, directives, and objectives. Such amendments shall be incorporated by written amendment as a part of this AGREEMENT. Page 16 <br />EXHIBIT 2