AZDOHS 240825-01 - SUBRECIPIENT AGREEMENT - 2025-02-10.PDF

SUBRECIPIENT AGREEMENT
24-AZDOHS-HSGP-240825-01
Between
The Arizona Department of Homeland Security
And

Maricopa County Recorder's Office (UEI: QGGEH6HXPJH4)

WHEREAS, ARS 41-4254 makes AZDOHS responsible for administering the funds covered by this agreement
(‘Agreement’), the parties hereby agree to the following terms:

1. Purpose of Agreement This Agreement is to specify the rights and responsibilities of AZDOHS in
administering the distribution of homeland security grant funds to Subrecipient, and to specify the rights
and responsibilities of Subrecipient as the recipient of these funds.

2. Period of Performance This Agreement shall become effective on October 1, 2024 and shall terminate
on September 30, 2025. The obligations of Subrecipient herein survive termination of this Agreement.

3. Description of Services Subrecipient must fulfill all obligations set forth in Subrecipient’s approved

grant application titled: "Martcopa County Recorder's Office Upgrade 2024/2025" and funded at
$175,000 (as may have been modified by the award letter).

4. Financing and Fiscal Responsibility Under US Department of Homeland Security (“USDHS”) grant
#EMW-2024-SS-05080 and Catalog of Federal Domestic Assistance (“CFDA”) #97.067, AZDOHS shall
provide up to $175,000 to Subrecipient under this Agreement.

Payment to Subrecipient must be on a reimbursement basis only, conditioned upon Subrecipient
providing AZDOHS with proof of payment and applicable, accurate and complete reimbursement
documents, as deemed necessary by AZDOHS. A list of acceptable documentation is at
www.azdohs.gov. Payments are contingent on Subrecipient performing all its obligations under this
Agreement. Subrecipient may use the funds provided under this Agreement only as provided in the
application and award documentation. If Subrecipient does not complete all its obligations, Subrecipient
must immediately reimburse all previously-provided funds to AZDOHS. If Subrecipient completes its
obligations at a lower than the budgeted cost, the amount reimbursed to Subrecipient will be only the
amount actually spent by Subrecipient in accordance with the approved application. For any expenditure
disallowed after or otherwise by AZDOHS, or the State or Federal government, Subrecipient must
immediately reimburse such funds to AZDOHS.

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024

24-AZDOHS-HSGP-240825-01 RE CEIV ED JAK 30 7025

5. Reporting Requirements Subrecipient must submit quarterly programmatic reports to
AZDOHS as follows:

January 15 (for the period from October 1— December 31)
April 15 (for the period from January 1 — March 31)

July 15 (for the period from April 1 — June 30)

October 15 (for the period from July 1 — September 30)

Subrecipient must use the Quarterly Programmatic Report form (https://azdohs.gov/grant-
program-forms) for these reports. Subrecipient must provide detailed information on the
status of completion of the planned activities in the approved application satisfactory to
AZDOHS in its sole discretion. Failure to adequately provide such information will result
in the Quarterly Programmatic Report being rejected by AZDOHS and resubmission will
be required. If the program has been fully completed so that there will be no further
updates, then the quarterly report for the quarter in which the program was completed will
be the final report; the report should be marked as “final” and must include all pertinent
information regarding the program as determined solely by AZDOHS.

Final Quarterly Programmatic Report: The final quarterly programmatic report is due no
more than 15 calendar days after the end of the performance period. Subrecipient may
submit a final quarterly report prior to the end of the performance period if the scope of
the project has been fully completed and implemented. The Property Control Form is due
with the final quarterly report (if applicable).

6. Reimbursements Subrecipient must provide AZDOHS with requests for reimbursement
as frequently as monthly but not less than quarterly; submissions must be made via US
Mail, delivery service (FedEx, UPS, etc.) or in person; submissions via fax or by any
electronic means will not be accepted. Reimbursement requests shall be submitted
with the Reimbursement Form provided by AZDOHS staff. AZDOHS has the right to
require Subrecipient to provide any documentation and/or information AZDOHS deems
necessary to process submissions.

Reimbursement requests are only required when expenses have been incurred. The
Subrecipient shall submit a final reimbursement request, marked as such, for expenses
received and invoiced prior to the end of the period of performance. The final
reimbursement must be received by AZDOHS no more than 45 calendar days after the
end of the period of performance. Requests for reimbursement received by AZDOHS later
than 45 calendar days after the end of the period of performance will not be paid.

Subrecipients will only be reimbursed for expenses that have been obligated, expended
and received within the authorized Period of Performance as identified in Paragraph 2 of
this Agreement. Subrecipients are not authorized to obligate or expend funds prior to the
start date of the Period of Performance. Any expenses obligated or expended prior to the
Period of Performance start date will be deemed unallowable and will not be reimbursed.
Any expenses/services that occur beyond the Period of Performance (e.g. cell phone
service) will be deemed unallowable and will not be reimbursed.

7. Environmental Planning and_ Historic Preservation Subrecipient must comply with
Federal, State and Local environmental and historical preservation (EHP) regulations,

laws and Executive Orders as applicable. See https:/Avww.fema.gov/media-library-
data/1533321728657-592e122ade85743d1760fd4747241776/GPD EHP Policy Final

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

Amendment_GPD final 508.pdf and  httos://azdohs.gov/environmental-and-historic-
preservation-ehp. Subrecipients proposing programs with potential environmental impact
must participate in the USDHS/Federal Emergency Management Agency (FEMA) EHP
review process. Subrecipient must complete the EHP review process before funds will be
released by AZDOHS. If Subrecipient engages in ground disturbing activities, Subrecipient
must monitor ground disturbance. If archeological resources are discovered, Subrecipient
must immediately (a) cease construction and (b) notify FEMA, AZDOHS, and the Arizona
State Historic Preservation Office. AZDOHS/DHS/FEMA will not fund or reimburse
projects that are initiated without the required EHP review.

8. Procurement (including Noncompetitive Procurement) Subrecipient must comply with

its procurement rules/policies, all Federal procurement rules/policies, and all Arizona
Procurement Code provisions and rules, the most restrictive of which will apply.
Subrecipient must not enter into a noncompetitive procurement unless AZDOHS grants
prior written approval via the Noncompetitive Procurement Request form at
https://az .gov/grant-program -form:

9. Property Control Subrecipient must safeguard and maintain control and accountability
for all property/equipment purchased under this Agreement, and Subrecipient must assure
that it is used only for purposed authorized under this Agreement and maintained as
provided in 2 CFR 200.313. Such property/equipment shall be used by Subrecipient in
the program for which it was acquired as long as needed, whether or not the program
continues to be supported by Federal grant funds. Subrecipient must immediately
investigate and report to AZDOHS any loss, damage, or theft. Subrecipient must replace
any property/equipment lost, damaged or stolen at Subrecipient's expense, and must

immediately submit an updated Property Control Form (https://azdohs.gov/grant-program-
forms) to AZDOHS.

“Nonexpendable Property/Equipment” is property that has a continuing use, is not
consumed in use, has an expected life of one year or more, costs $5,000 or more per unit,
and does not become a fixture or lose its identity as a component of other
equipment/systems, while a “Capital Asset” is personal or real property or a fixture costing
$5,000 or more per unit with an expected life of one year or more. Subrecipient is solely
responsible for the proper maintenance of all Nonexpendable Property/Equipment and
Capital Assets acquired under this Agreement Subrecipient must take a physical
inventory of all such Nonexpendable Property/Equipment and Capital Assets and
reconcile the results with the Property Control Form at least once every two years.
Subrecipient must maintain a control system to prevent loss, damage, or theft of such
Nonexpendable Property/Equipment and Capital Assets, and Subrecipient must
immediately report any loss, damage, or theft to AZDOHS. A Property Control Form (if
applicable) shail be maintained for the entire scope of the program or project for which
property was acquired through the end of its useful life and/or disposition. All
Nonexpendable Property and Capital Assets must be included on the Property Control
Form. The Subrecipient, if applicable, shall provide AZDOHS a copy of the Property
Control Form with the final quarterly programmatic report. The Property Control
Form can be located at https://azdohs.qov/grant-program-forms. The Subrecipient agrees
to be subject to equipment monitoring and auditing by state or federal authorized
representatives to verify information.

When Subrecipient is no longer using Nonexpendable Property/Equipment and/or Capital
Assets acquired under this Agreement on the program, Subrecipient must immediately

Any unauthonzed changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

submit an updated Property Control Form to AZDOHS, and any disposition must be in
compliance with AZDOHS Disposition Guidance (https://azdohs.gov/grant-program-
forms) and 2 CFR Part 200, including specifically 2 CFR 200.313. If Subrecipient seeks
disposition of such Nonexpendable Property/Equipment or Capital Assets for any reason
other than theft, destruction, or loss, Subrecipient must submit an Equipment Disposition
Request Form (https://azdohs.gov/grant-program-forms) to AZDOHS and receive
approval from AZDOHS prior to disposition. Subrecipient must update the Property
Control Form and provide a copy to AZDOHS within 45 calendar days after disposition.
Per 2 CFR 200.333(c), Subrecipient must retain all records relating to such
Nonexpendable Property/Equipment and Capital Assets for 3 years after disposition.

10. Training and Exercise All training and/or exercise events must be included in
Subrecipient’s application. Alternate/additional training/exercise requests must be
approved in advance by AZDOHS. Subrecipient must submit a Project Modification
Request Form (https://azdohs.govw/grant-program-forms) for review and approval by
AZDOHS prior to scheduling alternate/additional training/exercise events. For those
projects that are managed by DEMA, alternate/additional training requests must be
approved in advance by DEMA and AZDOHS using the Pre-approval form
(https://dema.az.qoviemergency-management/preparedness/training). All exercises must

comply with FEMA Homeland Security Exercise and Evaluation Program
(httos:/Awww.fema.qov/emergency-managers/nationai-preparedness/exercises/hseep;
“HSEEP”) guidance. Subrecipient will (a) Submit an exercise summary and
attendance/sign-in roster; and (b) Email the After Action Report/Improvement Plan to the
local County Emergency Manager, AZDOHS, and the DEMA Exercise Branch, within 90
days of completion of an exercise or as prescribed by HSEEP.

11. Consultants/Trainers/Training Providers Invoices for consultants/trainers/training
providers must include: a description of services; dates of services; number of hours for
services performed; rate charged; and the total cost of services. Rates must be within the
prevailing rates; must be consistent with Subrecipient's procurement policies and 2 CFR
Part 200; and shall not exceed $650 per day per consultant/trainer/training provider unless
AZDOHS grants prior written approval. This includes internal personnel hired on
backfill/overtime to deliver training. Subrecipient will not be reimbursed costs other than
travel, lodging, meals, and incidentals on travel days for consultants/trainers/training
providers, at rates not to exceed State rates, and itemized receipts are required. See
Travel Costs below, at Paragraph 12.

12. Travel Costs All grant funds expended for travel, lodging, meals and incidentals are
subject to the standards of Subrecipient's policies and procedures, and the State of
Arizona Accounting Manual (httos://gao.az.qgov/publications/saam), which Subrecipient
must apply uniformly to both Federally financed and its other activities. AZDOHS will
reimburse at the most restrictive allowability and rates. At no time will Subrecipient’s
reimbursemerits exceed the State rates established by the Arizona Department of

Administration: https://gao.az.govitravel.

13. | Contractors/Subcontractors Subrecipient may enter into written subcontract(s) in
accordance with 2 CFR Part 200 and the NOFO. No subcontract that the Subrecipient
enters into relieves Subrecipient of any responsibilities under this Agreement.
Subrecipient must give AZDOHS immediate notice in writing of any action filed or claim
made against Subrecipient by any subcontractor or vendor.

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

14. Allowable Costs The allowability of costs incurred under this Agreement shall be
determined by AZDOHS in its sole discretion and in accordance with the general principles
and standards set forth in the CFR, FEMA Authorized Equipment List
(https://www.fema.qov/grants/tools/authorized-equipment-list), and guidance documents
(i.e. NOFO, Preparedness Grants Manual, Information Bulletins). Subrecipient’s use of
grant funds for indirect costs must be in accordance with 2 CFR Part 200 and the NOFO.
Subrecipient must apply to AZDOHS for its written approval of indirect costs prior to
expenditure. Subrecipient may not expend grant funds for Management and
Administrative costs for administering such funds without prior written approval of
AZDOHS.

15. Amendments Any change in this Agreement including but not limited to the Description
of Services, Period of Performance and budget described herein, whether by modification
or supplementation, must be accomplished by a formal Agreement amendment signed
and approved by and between the duly authorized representatives of the Subrecipient and
the AZDOHS. Any such amendment shall specify: 1) an effective date; 2) any increases
or decreases in the amount of the Subrecipient’s reimbursement, if applicable; 3) be titled
as an “Amendment,” and 4) be signed by the parties identified in the preceding paragraph.
The Subrecipient expressly and explicitly understands and agrees that no other method
of communication, including any other document, correspondence, act, or oral
communication by or from any person, shall be used or construed as an amendment or
modification or supplementation to this Agreement.

16. Audit/Monitoring
a. Subrecipient must comply with the record-keeping and other requirements of ARS 35-

214 and 35-215, and shall ensure that its contractors and subcontractors at all tiers
also comply.

b. Under 31 USC 7501-7507and 2 CFR 200.501, Subrecipient will be subject to audit per
2 CFR Part 200, if Subrecipient expended $750,000 or more in Federal awards in its
previous fiscal year. If Subrecipient has met or exceeded this threshold, Subrecipient
must submit to AZDOHS a copy of Subrecipient's single audit or program specific audit
report for the previous fiscal year (and for subsequent fiscal years that fall within the
Period of Performance) annually, within 9 months of Subrecipient's fiscal year end.
Subrecipients not subject to this requirement must submit to AZDOHS via
audits@azdohs.gov a statement that they do not meet the threshold and therefore do
not have to complete a single audit or program specific audit.

c. Failure of Subrecipient to comply with any requirements resulting from an audit will
suspend reimbursement by AZDOHS to Subrecipient and Subrecipient will not be
eligible for any new award, until Subrecipient is in complete compliance.

AZDOHS will monitor Subrecipient to ensure that program goals, objectives, performance
requirements, timelines, planned objectives, budgets, and all other related program criteria
are being met. Subrecipient must comply with applicable provisions governing USDHS
access to records, accounts, documents, information, facilities, and staff and must require
any contractors, successors, transferees, and assignees to comply with these same
provisions. Subrecipient must cooperate with any review or investigation conducted by
USDHS and/or AZDOHS. Subrecipient must give USDHS and AZDOHS access to and
the right to copy records, accounts, and other documents and sources of information
related to the grant and permit access to facilities, personnel, and other individuals and

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

17,

18.

19.

20.

21.

22.

23.

information as deemed necessary by USDHS or AZDOHS. Subrecipient must submit
timely, complete, and accurate reports to the appropriate USDHS and AZDOHS officials
and maintain appropriate backup documentation. Subrecipient must comply with all
reporting, data collection, and evaluation requirements prescribed by law or in program
guidance.

Notice of Funding Opportunity (NOFO) Subrecipient must comply with the Notice of
Funding Opportunity (NOFO). The terms of the NOFO are hereby incorporated into this

Agreement.

National Incident Management System Subrecipient must remain in compliance with
National Incident Management System implementation initiatives as provided in the
NOFO.

Communications Equipment All Land Mobile Radio equipment purchased must comply

with: (a) P25 (Project 25) standards (https://www.cisa.gov/safecom); (b) SAFECOM
Guidance (httos:/www.cisa.gov/safecom); (c) Land Mobile Radio Minimum Equipment
Standards as approved by the Statewide Interoperability Executive Committee

(httos:/Avww.azdps.gov/services/government/swic); and (d) Arizona's State Interoperable

Priority Programming Guide (https://www.azdps.qov/services/government/swic).

Nonsupplanting Agreement Subrecipient must not use funds received under this
Agreement to supplant Federal, State, Tribal or Local funds or other resources, and may
be required to document this. If a position created by this Agreement is filled from within,
the resulting vacancy must be filled within 30 days, and if not, Subrecipient must stop
charging the grant for the new position; upon filling the vacancy, Subrecipient may resume
charging for the position. A cost allocable to a particular Federal award provided for in 2
CFR Part 200 Subpart E may not be charged to other Federal awards to overcome fund
deficiencies, to avoid restrictions imposed by Federal statutes, regulations, or terms and
conditions of the Federal award(s), or any other reason. However, Subrecipient from may
shift costs allowable under two or more Federal awards if allowed by Federal statute,
regulation, or the terms of the Federal award(s).

E-Verify Subrecipient must comply with ali State and Federal immigration laws and
regulations relating to its employees and to employees of any contractor or subcontractor
retained through Subrecipient to provide goods or services related to this Agreement,
including but not limited to ARS 23-214(A) and ARS 41-4401. A breach of this obligation
is a material breach of this Agreement and Subrecipient may be subject to penalties to be
determined at AZDOHS's discretion, up to and including termination of this Agreement.
AZDOHS will have the right to inspect the papers of any Subrecipient employee who works
on this Agreement, and to those of any employee of any contractor or subcontractor
retained through Subrecipient.

Research and Development Subrecipient may not use funds obtained under this
Agreement for research/development.

Funds Management Subrecipient must maintain funds received under this Agreement in
separate accounts and cannot mix these funds with funds from other sources.
Subrecipient must manage funds according to all applicable Federal regulations, including

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

2 CFR Part 200 and specifically 2 CFR 200.302. Subrecipient must maintain the following
business systems:

Financial Management
Procurement
Personnel

Property

Travel

To be adequate, a business system must be 1) complete and in writing; and 2) consistently
followed — Subrecipient must apply it in all circumstances, regardless of funding source.

24. Reporting of Matters Related to Recipient Integrity and Performance [If the total of
Subrecipient’s currently active grants, cooperative agreements, and procurement
contracts from all Federal assistance offices exceeds $10,000,000 at any time during the
Period of Performance, Subrecipient must comply with Appendix X#l to 2 CFR Part 200.

25. Nondiscrimination Subrecipient must comply with the following that apply to this
Federally-funded program:
a. 29 USC 794, which bars discrimination against qualified handicapped individuals
solely by reason of the handicap;

b. 42USC 2000d et seq., 6 CFR Part 21, and 44 CFR Part 7, which bar discrimination
on grounds of race, color, or national origin (which requires Subrecipient to take
reasonable steps to provide accommodation to persons with Limited English
Proficiency; Subrecipient must refer to the USDHS Guidance at
hittps:/www.dhs.gov/quidance-published-help-department-supported-
organizations-provide-meaningful-access-people-limited and the resources at
http://www.lep.gov),

c. All State and Federal equal opportunity and non-discrimination requirements and
conditions of employment, including but not limited to Arizona Executive Order 2009-

9 (https://azqovernor.gov/governor/executive-order/2020-09) and 42 USC 12101-
12213 (which bar discriminating on the basis of disability;

d. 42 USC 6101 et seq., which prohibits discrimination on the basis of age;

e. The equal treatment policies and requirements contained in 6 CFR Part 19 and other
applicable statutes, regulations, and guidance governing faith-based organizations;

f. 20 USC 1681 et seq. and 6 CFR Part 17 and 44 CFR Part 19, which bars
discrimination on the basis of sex; and

g. 42USC 3601 et seq. and 24 CFR Part 100, which prohibit discrimination in the sale,
rental, financing, and advertising of dwellings, or in the provision of related services,
on the basis of race, color, national origin, religion, disability, familial status, and sex.

26. _—_ Intellectual Property Subrecipient must affix the copyright notices required by 17 USC
401 and 402 and include an acknowledgement of Government sponsorship (including
award number) to any work first produced under this Agreement. Unless otherwise

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

27.

28.

29.

30.

provided by law, Subrecipient is subject to 35 USC 200-212 and is subject to the specific
requirements governing the development, reporting, and disposition of rights to inventions
and patents resulting from financial assistance awards that are in 37 CFR Part 401,
including specifically 37 CFR 401.14. Subrecipient must obtain USDHS's approval prior
to using the USDHS seal(s), logos, crests or reproductions of flags or likenesses of
USDHS agency officials. Subrecipient agrees that USDHS and AZDOHS have a royalty-
free, non-exclusive, and irrevocable license to reproduce, publish, or otherwise use, and
authorize others to use: (a) the copyright in any work developed under an award or sub-
award; and (b) any rights of copyright to which Subrecipient purchases ownership with
Federal support. Subrecipient must acknowledge its use of Federal funding when issuing
statements, press releases, requests for proposals, bid invitations, and other documents
describing programs funded in whole or in part with Federal funds. Subrecipient must not
advertise or publish information for commercial benefit concerning this Agreement without
the prior written approval of AZDOHS.

Activities Conducted Abroad Subrecipient must ensure that program activities carried
on outside the United States are coordinated as necessary with appropriate government
authorities and that appropriate licenses, permits, or approvals are obtained.

Federal Debt Status Subrecipient must not be delinquent on any Federal obligations,
including but not limited to payroll and other taxes, audit disallowances, and benefit
overpayments. See OMB Circular A-129 (https://fiscal.treasury.gov/files/dms/circ-a129-

upd-0113.pdf).

Required Use of American Iron, Steel, Manufactured Products, and Construction
Materials Subrecipients must comply with the Office of Management and Budget (OMB),

Memorandum M-22-11 (https:/Awww.whitehouse.gov/wp-content/uploads/2022/04/M-22-
11.pdf), which provides Initial Implementation Guidance on Application of Buy America
Preference in Federal Financial Assistance Programs for Infrastructure.

Compliance with Certain Federal Statutes, Requlations, and Requirements
a. Subrecipient must comply with the 31 USC 3729-3733, which prohibits the submission

of false or fraudulent claims for payment to the Federal government; 31 USC 3801-
3812 detail the remedies for false or fraudulent claims made.

b. Subrecipient must comply with 42 USC 6201 et seq., which contain policies relating to
energy efficiency that are defined in the State energy conservation plan issued

c. Subrecipient must comply with the drug-free workplace requirements in 2 CFR Part
3001 and 41 USC 8101-8106.

d. Subrecipient is prohibited from acquiring certain Chinese and Russian
telecommunications equipment, systems, and services as provided in FEMA Policy
#405-143-1 (httos:/Awww.fema.gov/sites/default/files/documents/fema_policy-405-

143-1-prohibition-covered-services-equipment-apd.pdf) ; 2 C.F.R. sections 200.216,
200.327, 200.471 and Appendix II to 2 C.F.R. Part 200; 48 CFR 4.2100 et seq.; 48

CFR 52.204-25; 48 CFR 52.212-3; 48 C.F.R. 204.2100 et seq.; and 48 C.F.R.
252.204-7018 1.

e. If grant funds are used for construction, Subrecipient and its contractors and
subcontractors at all tiers must comply with the Davis-Bacon Act (40 USC 3141 et

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

seq.). Subrecipients must obtain AZDOHS’ written approval before using Homeland
Security Grant Program (“HSGP”) funds for construction/renovation per

https:/Awww.dol.gov/whd/govcontracts/dbra.htm.

f. Subrecipient must maintain insurance coverage as provided in 2 CFR 200.310.
Subrecipient must provide at least the equivalent insurance coverage for real property
and equipment acquired or improved under this Agreement as provided to property
owned by Subrecipient.

g. Subrecipient must comply with 42 USC 6962, including procuring only items
designated in the Environmental Protection Agency (“EPA”) guidelines at 40 CFR Part
247 as containing the highest percentage of recovered materials practicable,
consistent with maintaining a satisfactory level of competition.

h. Subrecipient must comply with all Federal whistleblower protections, including 41 USC
4712.

i. Subrecipient must comply with the PATRIOT Act, P.L. 107-56), including 18 USC 175-
175c.

j. Subrecipient must comply with the System for Award Management and Universal
Identifier Requirements in 2 CFR, Appendix A to Part 25.

k. Subrecipient must comply with the Trafficking Victims Protection Act, 22 USC 7101 et
Seq., as required by 2 CFR 175.15.

|. Subrecipient must comply with US Executive Order 13224
(httos:/Avww.state.gov/executive-order-13224/) and all US taws that prohibit
transactions with, and the provision of resources and support to, individuals and
organizations associated with terrorism.

m. Subrecipient must comply with the requirements on Reporting Subawards and
Executive Compensation in Appendix A to 2 CFR Part 170.

n. Subrecipient is subject to the debarment and suspension regulations in US Executive

Order 12549 = (httos:/Avww.archives.gov/federal-register/codification/executive-
order/12549.html) and US Executive Order 12689 (https://www.gadoe.org/School-

Improvement/Teacher-and-lLeader-

Effectiveness/Documents/Title%201,%20Part%20A%20Documents/Guidance/WHE
O %2012689%20Debarment%20and%20Suspension.pdf) and 2 CFR Part 180 and 2
CFR Part 3000. These restrict Federal awards, subawards, and contracts with parties
debarred, suspended, or otherwise excluded from or ineligible for Federal programs
or activities.

o. If Subrecipient collects Personally Identifiable Information (“PII”), it must have a
publically-available written policy stating its standards for the usage and maintenance
of Pll. Pll is any information that permits the identity of an individual to be directly or
indirectly inferred, including information linked or linkable to that individual.
Subrecipient must follow USDHS guidance (https:/Avww.dhs.gov/publication/privacy-

impact-assessment-quidance).

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

p. Subrecipient must complete either the Standard Form 424B Assurances - Non-
Construction Programs (httos://omb.report/icr/202011-0560-005CF), or Standard
Form 424D Assurances - Construction Programs (https://omb.report/icr/200906-4040-
008), as applicable. The USDHS financial assistance office (‘USDHS FAQ”) may
determine that certain assurances in these documents may not apply, or may require
additional assurances; Subrecipient must contact the USDHS FAO with any questions.
Subrecipient must follow the Uniform Administrative Requirements, Cost Principles,
and Audit Requirements for Federal Awards in 2 CFR Part 200 and 2 CFR Part 3002.
By entering into this Agreement, Subrecipient and its executives, as defined in 2 CFR
170.315, certify that Subrecipient’s policies comply with 2 CFR Part 200, all applicable
Federal laws, and applicable guidance.

q. Subrecipient must comply with the National Environmental Policy Act (“NEPA”) 42
USC 4321 et seq., and Council on Environmental Quality regulations (40 CFR Parts
1500-1508) regarding NEPA.

r. Subrecipient must comply with 31 USC 1352, and may not use funds provided under
this Agreement to pay any person to influence or attempt to influence an officer or
employee of any government agency, Member of Congress, officer or employee of
Congress, or an employee of a Member of Congress, relating in any way to a Federal
award or contract.

s. In accordance with 15 USC 2201 et seq. and 15 USC 2225a in particular, Subrecipient
must ensure that all conference, meeting, convention, or training space funded in
whole or in part with Federal funds complies with all applicable fire prevention and
control guidelines.

t. Subrecipient must comply with the International Air Transportation Fair Competitive
Practices Act of 1974, 49 USC 40118, and the interpretative guidelines in Comptroller

General Decision B-138942 (https:/Awww.qao.gov/products/b-138942).

u. Subrecipient law enforcement agencies must comply with the requirements of section
12(c) of E.0. 14074. Recipient State, Tribal, local, or territorial law enforcement
agencies are also encouraged to adopt and enforce policies consistent with E.O.
14074 to support safe and effective policing.

31. Applicability of Terms of this Agreement to Tribes If a term in this Agreement does not

apply to Indian Tribes, or there is a Federal law or regulation exempting Indian Tribes, if
Subrecipient is an Indian Tribe, this Agreement does not change or alter the inapplicability
of such requirements.

32. Cancellation for Conflict of Interest AZDOHS may, by written notice to Subrecipient,
immediately cancel this Agreement without penalty or further obligation pursuant to ARS
38-511 if any person significantly involved in initiating, negotiating, securing, drafting, or
creating this Agreement for AZDOHS is an employee or agent of Subrecipient in any
capacity, or a consultant to Subrecipient with respect to this Agreement's subject matter.
Cancellation shall be effective when Subrecipient receives AZDOHS' written notice,
unless the notice specifies a later time.

33. Assignment and Delegation Subrecipient may not assign any rights hereunder without
an express written agreement signed by authorized representatives of both parties.

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

34.

35,

36.

37.

38.

39.

Third Party Antitrust Violations Subrecipient hereby assigns to the State of Arizona any
claim for overcharges resulting from antitrust violations, to the extent that such violations
concern materials or services supplied by third parties to Subrecipient toward fulfilling this
Agreement.

Availability _of Funds AZDOHS' payment obligations under this Agreement are
conditioned on the availability of funds appropriated or allocated for this purpose, per ARS
35-154. If funds are not allocated and available, AZDOHS may terminate this Agreement
at the end of the period for which funds are available. No liability shall accrue to AZDOHS
in the event this provision is exercised, and AZDOHS shall not be obligated or liable for
any future payments or for any damages as a result of termination under this Paragraph,
including purchases and/or contracts entered into by Subrecipient in the execution of this
Agreement.

Force Majeure If either party is delayed or prevented from the performance of any act
required in this Agreement by reason of acts of God, strikes, lockouts, labor disputes, civil
disorder, or other causes without fault and beyond the control of the party obligated,
performance of such act will be excused for the period of the delay.

Dispute Resolution !n the event of a dispute regarding this Agreement, written notice
must be provided to the other party within 30 calendar days of the relevant events. Any
claim made by or against AZDOHS relating to this Agreement shall be resolved through
the administrative claims process. The parties agree to resolve all disputes relating to this
Agreement through arbitration, after exhausting applicable administrative review, to the
extent required by ARS 12-1518 except as may be required by other applicable statutes.
The forum for any dispute arising out of this Agreement shall be Maricopa County, Arizona.

Governing Law and Interpretation of This Agreement This Agreement is governed by
the laws of the State of Arizona, without regard to its conflict of laws provisions. This
Agreement is the parties’ complete agreement and replaces the parties’ prior and
contemporaneous agreements, representations, and understandings pertaining to its
subject matter, whether oral or written. No course of dealings or usage of the trade
supplements or explains any terms. A party's failure to insist on strict performance of any
term is not a waiver of that term, even if the party accepting or acquiescing in the
nonconforming performance knows the nature of the performance and fails to object. If
any new legislation, laws, ordinances, or rules affect this Agreement, this Agreement
automatically incorporates the terms of such legislation, laws, ordinances, or rules. Any
term of this Agreement that is declared contrary to any current or future law, order,
regulation, or rule, or that is otherwise invalid, shall be deemed stricken without impairing
the validity of the remainder of this Agreement. In the event FEMA determines that
changes are necessary to this Agreement after it has been entered into, including changes
to Period of Performance or other terms, Subrecipient will be notified of the changes in
writing; once notification is made, any subsequent request for funds by Subrecipient will
constitute Subrecipient’s acceptance of the changes and will incorporate the changes into
this Agreement. Except as expressly provided in this Paragraph, any amendment to or
extension of this Agreement may be made only in a writing signed by authorized
representatives of both parties. Any rule of construction to the effect that ambiguities are
to be resolved against the drafting party shall not apply in interpreting this Agreement.

Licensing Unless otherwise exempted by iaw, Subrecipient must obtain and maintain all
licenses, permits, and authority necessary to perform its obligations under this Agreement.

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

40.

41.

42,

43.

Sectarian Requests Funds disbursed under this Agreement may not be used for any
sectarian purpose or activity, including worship or instruction in violation of the US or
Arizona Constitutions.

Closed-Captioning of Public Service Announcements Any television public service

announcement funded in whole or in part by this Agreement must include closed
captioning.

Indemnification 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 to any person (including death) or
property damage, but only to the extent 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. The
State of Arizona and AZDOHS are self-insured per ARS 41-621. If Subrecipient utilizes
contractor(s) and/or subcontractor(s), the indemnification clause between Subrecipient
and contractor(s) and subcontractor(s) shall include the following:

Contractor shall defend, indemnify, and hold harmless the Arizona Department of
Homeland Security and the State of Arizona, and any jurisdiction or agency issuing
any permits for any work arising out of this Agreement, and their departments,
agencies, boards, commissions, universities, officers, officials, agents, and
employees (hereinafter, “Indemnitee’) from and against any and all claims, actions,
liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and
costs of claim processing, investigation and litigation) (hereinafter referred to as
“Claims’) for bodily injury or personal injury (including death), or loss or damage to
tangible or intangible property caused, or alleged to be caused, in whole or in part,
by the negligent or willful acts or omissions of the contractor or any of the directors,
officers, agents, or employees or subcontractors of such contractor. This indemnity
includes any claim or amount arising out of or recovered under the Workers’
Compensation Law or arising out of the failure of such contractor to conform to any
Federal, State or Local law, statute, ordinance, rule, regulation or court decree. It
is the specific intention of the parties that the Indemnitee shall, in all instances,
except for Claims arising solely from the negligent or willful acts or omissions of the
Indemnitee, be indemnified by such contractor from and against any and all claims.
it is agreed that such contractor will be responsible for primary loss investigation,
defense and judgment costs where this indemnification is applicable. Additionally
on all applicable insurance policies, contractor and its subcontractors shall name
the State of Arizona, and its departments, agencies, boards, commissions,
universities, officers, officials, agents, and employees as an additional insured and
also include a waiver of subrogation in favor of the State.

Termination Each party has the right to terminate this Agreement if the other party fails
to comply with this Agreement. A party invoking the right to terminate shall provide written
30 day advance notice of ali reasons for the termination. If Subrecipient chooses to
terminate this Agreement before all deliverables have been delivered, AZDOHS has the
right to recover all reimbursements made to Subrecipient. On termination, AZDOHS may
procure, on terms that it deems appropriate, materials or services to replace those that
otherwise would have been provided by Subrecipient, and Subrecipient will be liable to

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

45,

46.

47.

49.

50.

AZDOHS for all excess costs incurred by AZDOHS in procuring such materials or
services. Subrecipient must continue to perform this Agreement until the date of
termination, as directed in the termination notice. If AZDOHS reasonably believes
Subrecipient does not intend to, or is unable to fully perform this Agreement, AZDOHS
may demand in writing that Subrecipient give written assurance of its intent and ability to
perform. If Subrecipient fails to provide written assurance within the time specified in the
demand, AZDOHS may terminate this Agreement.

Paragraph Headings Paragraph headings in this Agreement are for convenience of
reference only and do not define, limit, enlarge, or otherwise affect the interpretation of
this Agreement.

Counterparts This Agreement may be executed in any number of counterparts, copies,
or duplicate originals. Each such counterpart, copy, or duplicate original shall be deemed
an original, and collectively they shall constitute one Agreement.

Authority to Execute This Agreement The person executing this Agreement on behalf
of Subrecipient represents and warrants that he/she is duly authorized to do so.

Transfer of Funds Prohibition Subrecipient may not transfer funds between programs
(e.g., State Homeland Security Program, Urban Area Security Initiative, Operation
Stonegarden).

Parties This Agreement is for the benefit of AZDOHS and Subrecipient as the only parties
to this Agreement, and to their respective successors, assigns, executors and legal
representatives. Except as expressly provided in this Agreement, nothing in this
Agreement confers on any person other than the parties and their respective successors
and assigns, any rights, remedies, obligations, or liabilities.

Respective Responsibilities Except as expressly provided in this Agreement, each party
agrees that, to the extent authorized by law, it will be responsible for its own acts or
omissions and the results thereof and will not be responsible for the acts or omissions of
the other party and the results thereof. !n the event that either party becomes aware of
any claim made by or expected from a claimant against a party to this Agreement, which
claim relates to the subject matter of this Agreement, that party will immediately notify the
other party, and the parties will share all information regarding such matter and cooperate
with each other in addressing the matter. The parties are independent contractors, and
nothing contained in this Agreement will create the relationship of partnership, joint
venture, agency, or employment between the parties or any of their employees, officers,
agents, or contractors. Each party hereby agrees to perform any further acts and to
execute and deliver any documents that may be reasonably necessary to carry out the
provisions of this Agreement.

Publicity Neither party shall use or mention in any publicity, advertising, promotional
materials or news release the name or service mark(s) of the other party without the prior
written consent of that party.

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01

51. Notices All communications by either party to this Agreement, shall be in writing, be
delivered in person, or shall be sent to the respective parties at the following addresses:

Arizona Department of Homeland Security

1802 West Jackson, #117
Phoenix, AZ 85007

Subrecipient must address all notices relative to this Agreement to the appropriate
AZDOHS staff; contact information is at www.azdohs.qov.

AZDOHS shall address all notices relative to this Agreement to:

Direcrore , Tene Heer
Enter Title, First & Last Name Above

Mparitaps fatepdel Olijee
TT Weir Saar los! 7 Cork 200 0 Ae

En 91 Malln Address Abe Apove

Enter Cify, State, ZIP nor

IN WITNESS WHEREOEF, the parties hereto agree to execute this Agreement.

FOR AND BEHALF OF THE FOR AND BEHALF OF THE

Mari COpn County R ecorderi OG vce Arizona Departmen of Homeland Security

Enter Agency Name x

Authorized Signature Above L/

Jvsti Susan Dzbanko, Deputy Director
Print Name & Title’Above

\/27/25 14 |0 |20S
Enter Date Above Date |

(Complete and mail two original documents to the Arizona Department of Homeland Security.)

Any unauthorized changes to this document will result in termination of this award. Version 9/25/2024
24-AZDOHS-HSGP-240825-01