FY21 DERA SIGNED SUBAWARD AGREEMENT MADISON SD.PDF

C-85-22-031-X-00

INTERGOVERNMENTAL SERVICE AGREEMENT Page | of 7 :
MARICOPA COUNTY AIR QUALITY DEPARTMENT ieee yi State Clean Diesel Grant
& rogram
Madison Elementary School District #38 Federal Award ID (FAIN): 98126201

Agreement Title: State Clean Diesel Grant Program Sub Award EPA Award Date: September 27, 2021
Effective Date: Upon Final Signature

Termination Date: September 30, 2022

Maricopa County Madison Elementary School District #38

3800 N Central Ave. Suite 1400 5601 N 16" St

Phoenix, AZ 85012 Phoenix, AZ 85016

Name: Philip A. McNeely Name: Kyle DiMatteo

Title: AQD Director Title: Director of Maintenance and Transportation
Phone: 602.506.6701 Phone 602,664.7720

SAM Name: County of Maricopa Madison School District
System of Award Management (SAM) No.: JWBVHHPJ22F1
Congressional District: AZ 9

THIS CONTRACT is between MARICOPA COUNTY [hereinafter referred to as the “Maricopa County” or ‘the County”] and Madison
Elementary School District #38 (MESD).

The purpose of this Agreement is to administer the funding provided by the Environmental Protection Agency (EPA) through Maricopa
County to the subrecipient MESD for the State Clean Diese] Grant Program Funding provided through the Diesel Emissions Reduction
Act (DERA). As part of this Agreement, the Board of Supervisors is acting under the authority of A.R.S. 11-952 to enter into this
agreement.

MESD will assume the following responsibilities:

¢ MESD will procure the replacement of the vehicle/s in line with all applicable guidelines set forth by the FY2021 Diesel
Emissions Reduction Act (DERA) State Grants Program Guide as published by the EPA - Office of Transportation and Air
Quality, March 2021.

e  MESD will provide a work plan via separate attachment to the County for review and approval prior to initiating work.

e MESD will ask for written prior approval from the County for any work plan changes prior to initiating work not approved in
original application/technical data worksheet.

e MESD will schedule a giant foam check or program certificate presentation with Maricopa County to occur within 90 days of
dated award letter.

* MESD will post a press release on their organization website within 30 days of the above-mentioned presentation. The press
release and all outreach media pertaining to the subaward must have prior review and written approval from the County, This
includes both written and spoken material, All outreach material must include the “DERA State Clean Diesel Grant Program”,
the funding amount received, and the funding percentage received.

¢ MESD will provide monthly reports to Maricopa County on the purchasing of the new vehicles and any issues that arise.

¢ MESD will provide quarterly reports with complete updated technical data worksheet.

© MESD will register as an entity on Sam.goy in order to receive federal grant funds.

¢ MESD will register as a vendor to Maricopa County in order to be reimbursed for purchases.

¢ MESD will provide detailed invoices to Maricopa County in order to be reimbursed for purchases.

¢ MESD will complete all work defined in the project work plan by September 30, 2022.

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21

2.2

2.3

2.4

6.1

6,2

10.

1,

MESD will affix a County-provided DERA program sticker to all new program vehicles once received. The sticker must
remain on the vehicle at all times.

MESD will submit all final project data required to close out the grant including programmatic, financial, and environmental
results including a final updated technical data worksheet.

AGREEMENT TERMS

Recitals; The purpose of this Agreement is to administer the Diesel Emission Reduction Act (DERA) sub award, as explained
under 42 U.S.C. 16133.

Definitions: The Parties agree to expeditiously initiate and complete the scope of work under this Agreement. The Parties
warrant, represent and agree that they, their employees and representatives will comply with all applicable provisions provided
herein. The following definitions shall apply to the terms used in this Agreement, except where the context necessarily requires
otherwise.

“U.S.C.” means United States Code.

“Agreement” means this written document between MESD and the County.

“County” means MARICOPA COUNTY, which is acting on behalf of the State of Arizona.
“Parties means Madison Elementary School District #38 (MESD) and MARICOPA COUNTY.

Access to Information; Subject to statutory confidentiality requirements of the County and MESD, both parties to this
Agreement shall have full, complete and equal access to data and information prepared under this Agreement on a no-charge
basis.

Amendment: This Agreement may be modified only by written Amendment signed by the Director or designee, of MESD
and the person duly authorized to act on behalf of the County. Amendments shall be executed with the same formalities as this
Agreement. Executed copies of any Amendment shall be provided to both parties.

Amount of Agreement; A maximum amount of $205,886.00 will be funded under this Agreement.

Goyerning Law:

This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona.

Implied Consent Terms: Each provision of applicable law and any terms required by law to be in this Agreement are a part
of this Agreement as if fully stated in it.

Assignment: Neither Party may assign any rights hereunder without the express, written, prior consent of the other Party.

Audit of Records: MESD shall retain all data, books and other records (“records”) relating to this Agreement for a period of
five years after completion of the Agreement, any litigation, claim, negotiation, audit, cost recovery, or action involving the
records has been completed. All records shall be subject to inspection and audit by the EPA at reasonable times. Upon request,
the MESD shall produce the original of any or all such records, Examples of such records include:

a. Subrecipient financial statements and reports

b. Programmatic reports including information on environmental results

c. Audit findings

Agreement Term: The initial term of this Agreement shall be from the date the final signatory signs the agreement and will
be valid until September 30, 2022.

Effective Date: This Agreement shall become effective upon execution of the agreement by all parties.

Non-Availability of Funds: Every payment obligation of the County under this Agreement is conditioned upon the availability
of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and available for the

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12.

12.1

12,2

13.3

14,

15,

16,

17,

17.1

17,2

17.3

18.

continuance of this Agreement, this Agreement may be terminated by either party at the end of the period for which funds are
available. No liability shall accrue to either party in the event this provision is exercised, and the parties shall not be obligated
or liable for any future payments or for any damages as a result of termination under this paragraph.

Notices, Correspondence, Reports and Invoices:

All notices and correspondence from the County shall be sent to:

Diana Nelson, Transportation Supervisor
Madison Elementary Schoo! District #38
1130 E Bethany Home Rd.

Phoenix, AZ 85014

(602) 664-7712
dnelson@madisoned.org

All correspondence relating to the execution of the Agreement, clarification of this Agreement, and Agreement Amendments
shall be sent to:

For Madison Elementary School District #38 For Maricopa County:

Diana Nelson, Transportation Supervisor Larz Garcia, Grant Programs Administrator
Madison Elementary School District #38 Maricopa County Air Quality

1130 E Bethany Home Rd. 3800 N Central Ave. Suite 1400

Phoenix, AZ 85014 Phoenix, AZ 85012

(602) 664-7712 (602) 506-0147

dnelson@madisoned.org larz.garcia@maricopa.gov

Either party to this Agreement may designate a new contact by filing a notice with the other party in accordance with these
notice requirements.

Ownership of Information: Title to all documents, reports and data prepared in the course of this Agreement by MESD shall
rest with the County. The County shall have full and complete rights to reproduce, duplicate, disclose, perform, and otherwise
use all information prepared under this Agreement,

Reporting: Reporting pursuant to 42 U.S.C, 16133 shall be in accordance with the Scope of Work at the end of this Agreement.
In addition, MESD will provide quarterly status reports.

Severability: The provisions of this Agreement are severable to the extent that any provision or application determined to be
invalid shall not affect any other provision or application of the Agreement, which shall remain in effect without the invalid
provision or application.

MESD or the County may terminate this Agreement at any time, with or without cause, after giving 30 days written notice of
termination to the other party, as appropriate. The notice shall specify the effective date of termination.

Pursuant to the provisions of A.R.S, 38-511, either party may cancel this Agreement without penalty or obligation, if any person
significantly involved in the initiating, negotiating, securing, drafting, or creating this Agreement on behalf of the terminating
party is at any time while the Agreement or any extension thereof is in effect, an employee of the other party to the Agreement
in any capacity with respect to the subject matter of this Agreement.

In the event the Agreement is terminated, with or without cause, MESD shall deliver all finished or unfinished program
documents, data, and reports prepared as a result of this Agreement to the County.

E-Verify: The parties warrant compliance, on behalf of themselves and all subcontractors, with all federal immigration laws
and regulations relating to their employees, and compliance with the E-Verify requirements under A.R.S. 23-214(A). Any
party’s breach of the abovementioned warranty shall be deemed a material breach of this Agreement and the nonbreaching
party may terminate this Agreement. The parties retain the legal right to inspect the papers of any other party to ensure that the
party is complying with the abovementioned warranty under this Agreement.

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19, Indemnification:

19.1 Each party (as "Indemnitor") agrees to defend, indemnify, and hold harmless the other party (as "Indemnitee") from and against
any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred
to as “Claims") arising out of bodily injury of any person (including death) or property damage, but only to the extent that such
Claims which result in vicarious/derivative liability to the Indemnitee are caused by the act, omission, negligence, misconduct,
or other fault of the Indemnitor, its officers, officials, agents, employees, or volunteers.

DIESEL EMISSIONS REDUCTION ACT STATE CLEAN DIESEL GRANT PROGRAM OVERVIEW

Administration

Maricopa County Air Quality Department (MCAQD) will administer the Diesel Emissions Reduction Act (DERA) State Clean
Diesel Grant Program in Maricopa County under authorization from the State of Arizona and the EPA. MESD will limit
administrative costs to the program by using existent funds and staff. Costs to the DERA fund will be limited to MESD
administrative costs if approved in the application, and equipment reimbursable costs.

DERA will allow for vehicles with older diesel engines up to engine model year 2009 and 2010 or newer if retrofitted or replaced
with zero emission or low-NOx. DERA will pay the current percentages for the specified technology written in the approved work
plan, and MESD will be responsible for the cost share amount.

DERA Eligible Activities DERA Funding Limits Minimum Mandatory
(DERA Funds + Voluntary | Cost-Share (Fleet Owner
Match) Contribution)

Exhaust Control Retrofit 100% 0%

Engine Upgrade / 40% 60%

Remanufacture

Highway Idle Reduction 25% 75%

Locomotive Idle Reduction 40% 60%

Marine Shore Power 25% 15%

Electrified Parking Space 30% 70%

Engine Replacement— Diesel 40% 60%

or Alternative Fuel

Engine Replacement— Low 50% 50%

NOx

Engine Replacement— All- 60% 40%

Electric

Vehicle/Equipment 25% 75%

Replacement— Diesel or
Alternative Fuel

Vehicle/Equipment 35% 65%
Replacement
~— Low NOx

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iS)

Vehicle/Equipment 45% 55%
Replacement
— All-Electric

Budget and Period of Performance

Written approval by MCAQD is required prior to any changes to the sub award budget. Failure to obtain prior written authorization
may result in suspension of the sub award or unallowability of costs.

Sub award monies are to be used only during the period of the agreement effective date through September 30, 2022. Any deviation
from this schedule must have prior approval from MCAQD, A request for extension may be considered but will require prior
approval by MCAQD and the EPA a minimum of sixty days before the scheduled end date of the award.

Disbursements

Payment of sub award monies is to be made once evidence of retrofit completion or new vehicle invoice and documentation of
proper destruction of replaced vehicle is submitted to MCAQD. Use of subaward monies is subject to compliance with these
conditions of the subaward and satisfactory project performance. MCAQD reserves the right to terminate any project that, in
MCAQD’s sole discretion, is not satisfactorily pursuing and fulfilling stated project goals and objectives. MCAQD shall reimburse
MESD for cancellable obligations properly incurred prior to termination notice.

Destruction Requirements

The vehicle/equipment being replaced will be scrapped or rendered permanently disabled within 90 days of the replacement, or
remanufactured to a certified cleaner current emission standard. Permanently disabling the chassis and disabling or remanufacturing
the engine while retaining possession of the vehicle/equipment is an acceptable scrapping method. Disabling the chassis may be
completed by cutting through the frame/frame rails on each side at a point located between the front and rear axles. Other acceptable
scrappage methods may be considered and will require written approval from MCAQD Grant Programs Administrator.
Vehicle/Equipment components that are not part of the engine or chassis may be salvaged from the unit being replaced. If scrapped
or remanufactured vehicles/equipment or salvaged vehicle/equipment chassis or components are to be sold, this program income
will need to be addressed in the submitted budget.

SCOPE OF WORK

The MESD, under the authorization of Maricopa County in accordance with 42 U.S.C, 16133, shall administer the Diesel
Emissions Reduction Act (DERA) State Clean Diesel Grant Program.

The County shall provide the following services:
Ld Maricopa County will review and pay program invoices submitted by MESD.

1.2 Maricopa County will verify emissions reductions from the vehicles retrofitted or replaced. Maricopa County will collect
data from the MESD and submit quarterly reports as required by the EPA. On December 30, 2023, the County shall prepare
and submit a final report to the EPA that contains at least the following information:

The number of vehicles retrofitted or replaced by model year.

The quantity and nature of vehicle emissions reduced.

The cost-effectiveness of the DERA in terms of dollars spent per ton of vehicle emission reductions.
Any recommendations for improving the effectiveness of the DERA.

The administrative costs of the DERA.

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MESD, shall provide the following services:

2ub Follow all program requirements as detailed in the FY2021 Diesel Emissions Reduction Act (DERA) State Grants
Program Guide as published by the EPA - Office of Transportation and Air Quality, March 2021,

2.2 Determine and verify eligibility of retrofit components and/or vehicles for DERA.
2.3 Adhere to the project work plan noted below as approved by the EPA and the MCAQD.

2.4 Per its written procurement policy, obtain and review bids to purchase DERA-eligible qualified replacement vehicles

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2.5

2.6

Del

2.8

2.9

2.10

while adhering to Federal program requirements,
Follow all Federal grant requirements including 2 CFR §200.318 General Procurement Standards through §200.326.
Establish and follow written policies required by the 2 CFR 200:

Suspension and Debarment (per 2 CFR §200.214)

Financial Management (per 2 CFR §200.302)

Allowability of Costs (per 2 CFR §200.302(b)(7) and Subpart E-Cost Principles)
Internal Controls (per 2 CFR §200,303)

Conflict of Interest (per CFR §200.318(c) (1-2)

General Procurement Standards (per 2 CFR §200.318 through 200.326)

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Upon agreement effective date, order, receive and document replacement vehicles.
Submit quarterly reports and vehicle data as requested by the County.

Invoice Maricopa County for program costs associated with implementing the DERA per program reimbursement and
support documentation requirements.

Submit evidence of appropriate disposal (digital photos including the engine tag showing the serial number, engine family
number, and engine model year and of the destroyed engine block and cut frame rails or other structural components) as
required by program guidelines. Submit photos of newly purchased replacement vehicles.

APPROVED WORK PLAN
' Subaward #2 | Vehicles ~")" Cost Per DERA | Cost Share
po ehicle |
Madison School 2005 Thomas $457,524 $205,886 $251,638
District Built School Bus
APPROVED VEHICLES
Target Fleet: School Bus
Vehicle Identification Number(s): | 1T7YT4C2171278234
Vehicle Make: Thomas
Engine Serial Number(s): wax14930
Engine Make: CAT
Engine Model Year: 2005

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C-85-22-031-%0O

IN WITNESS WHEREOF, the parties have executed this “Agreement” as of the date set forth above;

MARICOPA COUNTY:
i
BILL GATES ", Chairman Date

Maricopa County Board of Supervisors

Attest by: Ucwictte / JAN 1.9 9099
A jan JAW 12 dUéZ

Juanita Garza, Clerk of the Boartt Date

Maricopa County

MADISON ELEMENTARY SCHOOL DISTRICT #38:

Kyle DiMatteo, Director of Maintenance and

Transportation CAL.
G4 pe tou
Signature CT Date

Madison Elementary School District #38 (MESD)

Approved as to Form:

In accordance with A.R.S. §§ 11-201, 11-251, 11-951 and 11-952, the foregoing Agreement has been reviewed by the
undersigned attorneys who have determined that said Agreement is in proper form and is within the powers and
authority granted to the public body represented by their respective attorneys.

December 15, 2021

Karen HartmanfT ellez, Senior Deputy County Date
Attorney

Maricopa County

Yoo) yp Nh Q\Q0 Don. LL yl

~ Jenifer N. W44cl\ennan, Gust Rosenfeld P.L.C. Date

lementéty School District #38 (MESD)

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