*Subrecipient Agreement (updated 09/06/2024)
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SUBRECIPIENT AGREEMENT
Jurisdiction: City of Glendale
Title: FY2025 Securing the Cities (STC) Program Sub-Recipient Agreement
STC Subrecipient Agreement
ii
TABLE OF CONTENTS
Section Description
Page
I.
INTRODUCTION
§101. Federal Award Information ...................................................................................... 2
§102. Subrecipient Award Information ............................................................................. 2
§103. Parties to the Agreement ......................................................................................... 3
§104. Representatives of the Parties and Service of Notices ......................................... 3
§105. Independent Party ..................................................................................................... 4
§106. Financial Audit/Programmatic Monitoring ............................................................. 5
II.
TERMS AND SERVICES TO BE PROVIDED
§201. Time of Performance ................................................................................................ 6
§202. STC Program and Use of Grant Funds .................................................................... 6
III.
PAYMENT
§301. Reimbursement of Grant Funds and Method of Payment ................................... 13
IV.
STANDARD PROVISIONS
§401. Construction of Provisions and Titles Herein....................................................... 15
§402. Applicable Law, Interpretation and Enforcement ................................................. 15
§403. Integrated Agreement ............................................................................................. 15
§404. Excusable Delays .................................................................................................... 15
§405. Breach ...................................................................................................................... 16
§406. Prohibition Against Assignment or Delegation .................................................... 16
§407. Subcontractor Assurances..................................................................................... 16
§408. Remedies for Noncompliance ............................................................................... 16
§409. Termination ……………………………………………………………………… ....................................…16
§410. Permits .................................................................................................................... 18
§411. Nondiscrimination and Affirmative Action ........................................................... 18
§412. Indemnification ....................................................................................................... 18
§413. Conflict of Interest .................................................................................................. 18
§414. Restriction on Disclosures ..................................................................................... 19
§415. Publications and Use of Grantor Markings ........................................................... 19
FY2025 STC Subrecipient Agreement
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§416. Compliance with Applicable Regulations and Statutes ....................................... 20
V.
DEFAULTS, SUSPENSION, AND AMENDMENTS
§501. Defaults .................................................................................................................... 23
§502. Amendments ........................................................................................................... 23
§503. Complete Agreement .............................................................................................. 23
Execution (Signature)… .......................................................................................... 24
STC Subrecipient Agreement
1
SUBRECIPIENT AGREEMENT BETWEEN
CITY OF GLENDALE
AND THE MARICOPA COUNTY, DEPARTMENT OF EMERGENCY MANAGEMENT
THIS SUBRECIPIENT AGREEMENT (“Agreement” or “Contract”) is made and
entered into by and between Maricopa County, through the Department of Emergency
Management (“County”), and the City of Glendale The County and the City of Glendale are
referred to as the “Parties”.
W I T N E S S E T H
WHEREAS, the U.S. Department of Homeland Security (“DHS”), through its
Countering Weapons of Mass Destruction Office1 (“CWMD” and along with DHS,
collectively “Grantor”), has provided financial assistance to the County through the
Grantor’s Securing the Cities Program Cooperative Agreement for the Maricopa County
region (the “Grant”) to assist the County in developing a regional structure of law
enforcement and first responder organizations to identify, prevent and respond to
potential nuclear and radiological threats in the Maricopa County region (the “STC
Program”); and
WHEREAS, the County was first awarded grant funding on September 25, 2020, to
implement the Maricopa County STC Program (Grant No. 20CWDSTC00016-02-01; C# C-
15-21-005-X-00); and
WHEREAS the Grantor established the STC Program Implementation Cooperative
Agreement (“Implementation Grant”) to sustain STC programs, including the Maricopa
County region, from September 25, 2020, through October 31, 2031; and
WHEREAS, the Grantor intends to provide such financial assistance to the
County in annual budget allocations of grant funds for a period of ten (10) years (the
“Grant Funds”), subject to the availability of funding; and
WHEREAS, the Grantor has already provided the allocation of Grant Funds to the
County for a total of: $4,050,000,] been authorized by the Maricopa County Board of
Supervisors (C-15-21-005-X-01 and C-15-23-002-X-00), and
WHEREAS, the County shall annually reapply for funding for each subsequent
grant year during the term of this Agreement, and request approval from the Maricopa
County Board of Supervisors to accept the corresponding grant award allocation; and
1 Formerly, the Domestic Nuclear Detection Office (“DNDO”)
STC Subrecipient Agreement
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WHEREAS, the County has designated the Department of Emergency
Management (“MCDEM”) to provide for the proper monitoring of the funding and
administration of the Grant; and
WHEREAS, the Subrecipient has previously entered into a Memorandum of
Understanding (C-15-22-001-X-00) or Intergovernmental Agreement with the County
memorializing Subrecipient’s participation in the STC Implementation Program and the
MCDEM administration of the STC Implementation Program; and
WHEREAS, the County and Subrecipient are desirous of executing this Agreement
as authorized by the Maricopa County Board of Supervisors and Glendale City Council to
allow for the reimbursement by Grant Funds of certain personnel costs relating to
training, exercise, and drills of the Subrecipient and the use by Subrecipient of certain
County equipment purchased by Grant Funds, all in accordance with the conditions set
forth in this Agreement, not to exceed $175,360.00.
I.
INTRODUCTION
§101. Federal Award Information
The “Federal award” (as such term is defined in the Code of Federal Regulations
(“CFR”), 2 CFR §200.38, and used in this Agreement) is the Maricopa County
Region Securing the Cities Program FAIN # 20CWDSTC00016, Assistance listing
Number #97.106, Federal Award Date 09/25/2020. This is not a “Research &
Development” award as defined in 2 CFR §200.1 and 200.332.
The “Federal awarding agency” (as such term is defined in 2 CFR §200.1 and used
in this Agreement) is the U.S. Department of Homeland Security (“DHS”), through
its Countering Weapons of Mass Destruction (“CWMD”) Office
The County, acting through MCDEM, acts as the “pass-through entity” (as such
term is defined in 2 CFR §200.1 and used in this Agreement) for the subaward of
the Federal award to the Subrecipient for the benefit of the Maricopa County
Region.
§102. Subrecipient Award Information
Subrecipient hereby accepts the following subaward (“Subaward”) of the Federal
award upon the terms and conditions set forth in this Agreement:
STC Subrecipient Agreement
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Subaward Amount:
Year
Budget Period
Allocation
3
July 1, 2024 – June 30, 2025
$175,360.00
4
July 1, 2025 – June 30, 2026
Subject to DHS funding/County Approval
5
July 1, 2026 – June 30, 2027
Subject to DHS funding/County Approval
6
July 1, 2027 – June 30, 2029
Subject to DHS funding/County Approval
7
July 1, 2029 – June 30, 2029
Subject to DHS funding/County Approval
8
July 1, 2029 – June 30, 2030
Subject to DHS funding/County Approval
9
July 1, 2030 – June 30, 2031
Subject to DHS funding/County Approval
Subaward Period of Performance:
July 1, 2022, through
June 30, 2031
Match Requirement:
None
The term of this Agreement shall be the “Term” as set forth in this Section 201.
§103 Parties to the Agreement
The Parties to this Agreement are:
A.
The Maricopa County, Department of Emergency Management, having its
principal office at 5630 East McDowell Road, Phoenix, Arizona 85008; and
B.
The City of Glendale, having its principal office at 5850 W Glendale Ave,
Glendale, AZ 85301.
-
Glendale Police Department, having its principal office at 6835 N 57th Dr,
Glendale, AZ 85301
-
Glendale Fire Department, having its principal office at 11550 W
Glendale Ave, Glendale, AZ 85307
§104. Representatives of the Parties and Service of Notices
A.
The representatives of the respective Parties who are authorized to
administer this Agreement and to whom formal notices, demands
and communications shall be given are as follows:
1.
The representative of MCDEM approved authority shall be,
unless otherwise stated in this Agreement:
Aimee Mankins, Emergency Operations Supervisor,
Maricopa County Department of Emergency Management
5630 E. McDowell Road, Phoenix, Arizona 85008
(602) 273-1411
Aimee.Mankins@Maricopa.gov
STC Subrecipient Agreement
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2.
The representative of City of Glendale:
Nicole Munson, Emergency Manager
City of Glendale
11550 W Glendale Ave, Glendale, AZ 85307
623-872-5023
nmunson@glendaleaz.gov
B.
Formal notices, demands and communications to be given hereunder by
either party shall be made in writing and may be affected by personal
delivery or certified mail, postage prepaid, return receipt requested and
shall be deemed communicated as of the date of mailing, or by
commercial courier service is delivered over a receipt.
C.
If the name of the person designated to receive the notices, demands or
communications or the address of such person is changed, written notice
shall be given, in accordance with this section, within five business days of
said change, and such change shall be effective without the need to follow
any processes set forth in the Agreement for amendment to same.
§105. Independent Party
Subrecipient is acting hereunder as an independent party, and not as an agent or
employee of the County. No employee of Subrecipient is, or shall be, an employee
of the County by virtue of this Agreement, and Subrecipient shall so inform each
employee organization and each employee who is hired or retained under this
Agreement. Subrecipient shall not represent or otherwise hold out itself or any of
its directors, officers, partners, employees, or agents to be an agent or employee
of the County by virtue of this Agreement. The provisions of this Section 103 shall
not apply to Subrecipient if it is a proprietary department of the County.
§106. Financial Audit/Programmatic Monitoring
The Subrecipient agrees to comply with the record-keeping requirements and other
requirements of A.R.S. 35-214 and 35-215.
A. In addition, in compliance with the Federal Single Audit Act (31 USC 7501-7507)
as amended by the Single Audit Act Amendments of 1996 (P.L. 104-156) and 2
C.F.R. 200.501, the Subrecipient must have a Single Audit or program specific
audit conducted in accordance with 2 C.F.R. 200 (Uniform Administrative
Requirements, Cost Principles, and Audit Requirements for Federal Awards) if
the Subrecipient expends $750,000 or more from Federal awards in its previous
fiscal year. If the Subrecipient has expended more than $750,000 in Federal
dollars, a copy of the Subrecipient’s single audit or program specific audit report
for the previous fiscal year and subsequent fiscal years that fall within the period
of performance is due annually to MCDEM within nine (9) months of the
STC Subrecipient Agreement
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Subrecipient’s fiscal year end.
B. Failure to comply with any requirements imposed as a result of an audit will
suspend reimbursement by MCDEM to the Subrecipient until the Subrecipient is
in compliance with all such requirements. Additionally, the Subrecipient will not
be eligible for any new awards until the Subrecipient is in compliance with all
such requirements.
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STC Subrecipient Agreement
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II.
TERM AND SERVICES TO BE PROVIDED
§201. Time of Performance
The term of this Agreement shall be from July 1, 2024, through June 30, 2025 (the
"Term”). Subrecipient shall cooperate with the County and Grantor in completing any
necessary close out activities in connection with the Grant.
§202. STC Implementation Program and Use of Grant Funds
A.
STC Implementation Program Participation
Subrecipient and the County previously entered into that certain Memorandum of
Understanding setting forth certain terms and conditions of Subrecipient’s
participation in the STC Implementation Program (the“MOU” or IGA). As a
participating agency in the STC Program, Subrecipient shall be reimbursed
through Grant Funds for certain training, exercise, and drill-related personnel
expenses and Subrecipient shall have use of certain equipment purchased with
Grant Funds, all in accordance with the terms and conditions of the Grant, this
Agreement and the policies and procedures of the STC Implementation Program.
In consideration therefore, Subrecipient agrees as follows:
1.
Subrecipient shall comply with the terms and conditions of the MOU/IGA
and this Agreement, and the policies and procedures of the STC Program as
may be approved and adopted by the MCDEM Approval Authority (as may
be required) and/or the Executive Committee in the STC Program.
2.
Subrecipient shall comply with the applicable Requirements (as such term
is defined in Section 416) of the Grant and any Requirements promulgated
by MCDEM in connection with the administration of the Grant, including,
without limitation, Requirements related to the reimbursement and auditing
of expenses related to the use of Grant Funds and the procurement and use
of all equipment, services and items purchased with Grant Funds.
3.
Subrecipient shall designate an authorized representative to attend all
Executive Committee meetings of the STC Program. Subrecipient shall
make good faith efforts to minimize any absence of its representatives at
such meetings and to remain in good standing.
Excessive absences in Executive Committee Meetings could impact the
partner’s standing and prioritization in training, funding, and equipment,
unless communicated with Program staff.
STC Subrecipient Agreement
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4.
Through its representatives to the STC Implementation Program,
Subrecipient shall work with other participating agencies in the STC
Implementation Program in developing and updating the following plans for
the STC Program: (a) Operations Plan, (b) Integrated Preparedness Plan,
and (c) Equipment Plan. Subrecipient shall assist MCDEM in developing and
executing the scope of projects associated with the Plans. Subrecipient
shall also collaborate with other participating agencies in the STC Program
to develop appropriate implementation and sustainment plans as needed.
5.
Subrecipient shall collaborate in good faith with other participating agencies
in the STC Program in developing agency specific Standard Operating
Procedures (SOP) that will be adopted by the participating agencies of the
STC Program. Such protocols shall include protocols for the detection,
collection, dissemination, screening and reporting of information regarding
possible radiological and nuclear threats or incidents in the State of Arizona.
Such protocols shall involve the notification of such threats or incidents to
the Arizona Counter Terrorism Information Center (ACTIC), Federal Bureau
of Investigation, U.S. Department of Homeland Security Countering
Weapons of Mass Destruction, and the United States Department of Energy.
6.
Subrecipient shall complete any required trainings, drills, and exercises as
set forth in the Integrated Preparedness Plan that is adopted by the STC
Program and as may be required by the Grantor.
7.
In a timely manner, Subrecipient shall complete and submit to MCDEM any
forms and reports required by CWMD under the Grant in connection with
Subrecipient’s activities as a participant in the STC Program, including
activities involving incident reporting, training, exercise, and operations.
8.
Subrecipient shall not be reimbursed by Grant Funds or the County for any
expenses incurred by it which is not approved by MCDEM and the Grantor
and which is not strictly set forth in the budget for use of Grant Funds in the
STC Implementation Program as such budget is approved by MCDEM and
the Grantor. Subrecipient shall participate in a yearly training and equipment
needs meeting and provide information to MCDEM to assist in the
development of such budget by, without limitation, submitting relevant cost
information associated with proposed budget items.
•
Subrecipient personnel attending training must complete the
training within the Center for Radiological Nuclear Training - Counter
Terrorism Operation Support (CTOS) course requirements for the
Subrecipient to receive funding reimbursement.
B.
Maricopa County Department of Emergency Management Responsibilities
STC Subrecipient Agreement
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MCDEM, as the primary applicant and recipient of the Grant, is the sole fiscal agent
and lead agency with regards to the use of Grant Funds in the STC Program and
all fiscal and administrative matters (including the procurement of any services,
goods, or equipment) regarding the use of Grant Funds shall be managed and
overseen by MCDEM. Subrecipient shall cooperate in good faith with MCDEM
duties as fiscal agent and lead agency of the Grant, such duties to include, without
limitation, the following:
1.
Administration of the STC Program and the Grant, including the
managing all fiscal operations and procurement activities
involving Grant Funds.
2.
Development and submission of applications to the Grantor for
annual allocations of Grant Funds and serving as the primary point
of contact for the STC Program with the Grantor.
3.
Development of annual budgets for use of Grant Funds in the STC
Program.
4.
Coordination of the distribution and licensing to Subrecipient of
STC Program equipment, source materials, and training and
exercise schedules.
5.
Periodic inspections and audits of all STC Program related
materials, equipment, records, documents, and other assets
acquired by or related to the use of Grant Funds which may be in the
possession or control of the Subrecipient. Maricopa County requires
that each fiscal year employees visually inspect any assets over
$5,000.00.
C.
Reimbursement of Training & Exercise-Related Personnel Expenses
As a participant in the STC Program, Subrecipient shall ensure that its designated
representatives attend all training and exercises as required by the Grantor and
as set forth in the STC Program’s Integrated Preparedness Plan (IPP) as adopted
by a majority of the STC Program participants. Subrecipient shall have the right
to participate in the development of the IPP through the participation of its
designated representatives in the STC Program Training & Exercise
subcommittee tasked with the development of the IPP.
1.
All Grant Funds allocated to the Subrecipient under this Agreement
shall be disbursed ONLY for reimbursement of Subrecipient’s
personnel expenses associated with the attendance and
participation of Subrecipient’s designated representatives in any
IPP training and/or exercise. All such reimbursements shall be in
strict accordance with the STC Program budget for training and
STC Subrecipient Agreement
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exercise reimbursement as approved by the Grantor and MCDEM.
Further, any such reimbursement shall be strictly limited to backfill
or overtime costs directly resulting from Subrecipient’s designated
representatives’ attendance and participation at such IPP training
and/or exercise and shall be reimbursed at a rate and amount as
approved by MCDEM and the Grantor (“Training Reimbursement”).
2.
Subrecipient shall prepare, track, maintain and submit to MCDEM
originally executed timesheets, timekeeping documents, and any
other supporting documentation, all in a form and manner as
approved by MCDEM and all as necessary to fully and accurately
evidence
time
expended
by
Subrecipient’s
designated
representatives in attending approved IPP trainings and/or
exercises and the allowable expenses incurred by Subrecipient in
connection with such attendance (“Expense Documentation”). 3.
3.
All such Expense Documentation shall satisfy applicable Federal,
State and County audit and review standards and requirements and
shall be prepared at the sole expense and responsibility of
Subrecipient. 4.
4.
MCDEM may request, in writing, changes to the content and format
of such documentation at any time and it reserves the right to
request additional supporting documentation to substantiate costs
that are to be reimbursed with Grant Funds. 5.
5.
All Expense Documentation must be submitted to MCDEM within
thirty (30) days after the official email notification from MCDEM
attendance/participation at the applicable IPP training and/or
exercise in order to be eligible for reimbursement with Grant Funds.
All reimbursable trainings, exercises, and drills, must be completed
by May 1st, unless a later date is approved by MCDEM, to allow for
reimbursement payment processing prior to the end of each fiscal
year (June 30th).
6.
Certain travel is allowed, if deemed necessary by MCDEM and the
Executive Committee for the STC implementation. Travel and
related costs are required to be approved by MCDEM and CWMD,
prior to booking. Travel arrangements are required to be completed
by the Subrecipient for approved travel. Travel costs must follow
local, county, and federal guidelines, including per diem costs for
lodging and meal, incidentals, and expenses. A cost analysis is
required to be submitted to MCDEM prior to approval of travel.
7.
The Subrecipient is eligible for reimbursement for overtime or
backfill, for instruction time for cadre instructor(s), who have
completed CTOS, PER-243-1 Primary Screener Train the Trainer by
teaching 3 classes or 75 students and remain in good standing,
employed by the Subrecipient. Prior to the training, the instructor is
required to submit a training request and receive approval from
MCDEM for the course.
STC Subrecipient Agreement
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i.
Reimbursement for cadre instructors is allowable up to 12
hours for Primary Screener Course.
D.
Equipment and Materials Purchased with Grant Funds
The procurement of all equipment and materials acquired with Grant
Funds (“Equipment”) shall be the sole responsibility of MCDEM, and title to such
Equipment shall vest in MCDEM as the primary recipient of Grant Funds.
Equipment selected for purchase by the County with Grant Funds shall be in
accordance with the STC Program. Subrecipient shall have the right to participate
in the development of such Equipment Plan through the participation of its
designated representatives in the STC Program Equipment subcommittee tasked
with the development of the Equipment Plan. As a participant in the STC Program,
Subrecipient shall have the opportunity to use Equipment for Subrecipient’s
activities in the STC Program on a license-to-use basis with title remaining with
MCDEM (“License”), the selection of such Equipment to be made by a majority of
the STC program participants and the DHS CWMD and MCDEM Approval
Authority. In the event Subrecipient is granted a License to use any Equipment,
such License is made on the following terms:
1.
Subrecipient shall be solely responsible for taking possession and
transporting the Equipment from the County designated location to
Subrecipient’s premises and properly installing the Equipment for
use at the Subrecipient’s location approved by MCDEM. Subrecipient
shall be solely responsible for removing the Equipment from
Subrecipient’s premises and returning it to the County’s designated
location.
2.
Subrecipient shall be liable to the County for any and all liabilities,
damages, claims and/or losses of any nature whatsoever arising out
of, or related to, Subrecipient’s use and possession of the
Equipment.
For purposes of this Agreement, Subrecipient’s
possession of the Equipment shall commence at the time
Subrecipient is given possession of the Equipment at a designated
County location where the Equipment is stored and shall continue
until such Equipment is returned into the possession of the County
at the designated County location where the Equipment is to be
returned for County storage.
3.
Subrecipient in good faith shall properly maintain, safeguard, and
inventory the Equipment in accordance with procedures prescribed
and approved by MCDEM, the STC Program Equipment Plan, and the
regulations of the Grant, including the provisions set forth in 44 Code
of Federal Regulations (CFR) Section 13.32(d). Proper maintenance
STC Subrecipient Agreement
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shall include all calibration and repair of the Equipment necessary to
maintain the Equipment in good working order. All maintenance,
calibration, and repair (“Maintenance”) of the Equipment shall be
coordinated through MCDEM, shall require its prior written approval,
and shall be undertaken only by appropriately licensed personal
authorized and deemed qualified by MCDEM.
4.
Subrecipient shall timely and properly install the Equipment at
Subrecipient’s location as agreed to by MCDEM. Subrecipient shall
operate and use the Equipment strictly in connection with its
activities in the STC Program and in a manner as approved by
MCDEM. Subrecipient shall limit access to the Equipment
(including access for maintenance and inspections) to personnel,
time, place, and manner as
authorized in writing in advance by the MCDEM. Subrecipient shall
not remove or cease operation of the Equipment from its pre-
approved location without prior written authorization from MCDEM.
Any replacement of the Equipment shall be coordinated through
MCDEM and shall require MCDEM’s prior written approval, and
Subrecipient’s use of such replacement Equipment shall be subject
to the same transfer terms as set forth herein.
5.
Subrecipient shall utilize a database inventory for the purpose of
tracking Subrecipient’s Equipment. Subrecipient shall enter and
update information and data related to the use and maintenance of
the Equipment as required by MCDEM, including information and
data regarding the Equipment’s location, operations, audits,
inspections, maintenance, calibration, repair, and replacement
activities.
6.
MCDEM and the Grantor shall have the right to access and inspect
the Equipment at Subrecipient’s location at any time as may be
deemed necessary by MCDEM and/or the Grantor. Such access and
inspection rights shall also include regularly scheduled monitoring
visits by MCDEM. Subrecipient shall cooperate with MCDEM in
coordinating all such monitoring visits. Maricopa County requires
that each fiscal year employees visually inspect any assets over
$5,000.00 per Maricopa County Capital Assets Policy A2507.
7.
In the event that any activities in connection with the Equipment
require the services of a third-party vendor, the procurement of such
services shall be verified and approved by MCDEM in accordance with
County Procurement Code. In no event shall any expenses incurred
in connection with any activities of the Equipment (maintenance,
installation, removal, replacement or otherwise) be reimbursed with
Grant Funds if such activities are undertaken on any equipment
STC Subrecipient Agreement
12
other than Equipment as so defined in this Agreement or if such
activities are undertaken without the prior written consent of
MCDEM and in a manner inconsistent with the provisions set forth
in this Agreement.
8.
The Equipment License may be terminated (a) upon Subrecipient’s
breach of any of the License terms set forth herein, (b) upon
Subrecipient’s breach of any terms of this Agreement or the terms
of the MOU, (c) upon Subrecipient’s withdrawal or termination of
participation from the STC Program, (d) or at any time at the sole
discretion of MCDEM upon thirty (30) days written notice. Within
thirty (30) days from the date the License is terminated, Subrecipient
shall return the licensed Equipment to the County at the County’s
designated location.
E.
Source Materials
As part of the STC Program, MCDEM has or will obtain certain exempt
radiological materials for use in training and exercise activities (“Source
Materials”) related to the STC Implementation Program. These Source
Materials may be stored at various sites controlled by participating
agencies in the STC Program. If a site controlled by the Subrecipient is
storing
Source
Materials,
Subrecipient
agrees
to
comply
with
jurisdictional/agency risk requirements, and State of Arizona Department
of Health Services or other applicable regulations regarding the handling,
storage, and security of Source Materials. MCDEM shall work cooperatively
with Subrecipient to execute any agreements or instruments necessary to
allow for the proper handling, storage, security and use of Source Materials
at Subrecipient’s site(s) in connection with the STC Program.
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STC Subrecipient Agreement
13
III.
PAYMENT
§301. Reimbursement of Grant Funds and Method of Payment
A.
The MCDEM shall disburse to Subrecipient up to its total allocated Grant
Period amount of Amount $175,360.00 to reimburse Subrecipient for
personnel expenses incurred in connection with STC Program training and
exercise activities as described in Section 202 above. Such Grant amount
represents the total reimbursement amount allocated to Subrecipient and
approved by MCDEM and the Grantor for Budget Period 3 The
disbursement of such funds shall be made on a reimbursement basis only
and the distribution of training and equipment is decided on by the partner’s
leadership and not by MCDEM Program Staff.
B.
Subrecipient shall prepare, maintain, and provide to the County invoices
requesting payment as well as purchase orders, proof of delivery, proof of
payment and payroll records, timesheets, receipts, and any other
supporting documentation necessary to describe the expenditure of funds
fully and accurately for which reimbursement from Grant Funds is sought
under this Agreement as outlined in the STC Reimbursement Checklist. All
such supporting documentation shall satisfy applicable Federal, State and
County
audit
and
review
standards
and
requirements.
Such
documentation shall be prepared at the sole expense and responsibility of
the Subrecipient, and the County will not reimburse the Subrecipient for any
costs incurred for such preparation. The County may request, in writing,
changes to the content and format of such documentation at any time, and
the County reserves the right to request additional supporting
documentation to substantiate costs incurred at any time.
C.
Payment of final invoices shall be withheld by the County until MCDEM
has determined that Subrecipient has turned in all supporting
documentation and satisfied the requirements of this Agreement.
D.
It is understood that the County makes no commitment to fund this
Agreement beyond the terms set forth herein. Funding for all Budget
Periods of this Agreement is subject to the continuing availability to the
County of federal funds for this program from the Grantor. The
Agreement may be terminated immediately by the County upon written
notice to Subrecipient of such loss or reduction of Federal grant funds.
E.
Final Reimbursement Requests packets for this Subaward must be
received by the County no later than thirty (30) days prior to the end of the
Term to allow the County sufficient time to complete close-out activities
for this Subaward (the “Reimbursement Deadline”). Any Reimbursement
STC Subrecipient Agreement
14
Request submitted after the Reimbursement Deadline shall be rejected
unless approved by MCDEM in advance of the Reimbursement Deadline.
F.
Jurisdiction must stay in compliant with Maricopa County single audit
requirements.
G.
STC Partners are required to notify the MCDEM of their anticipated training
plans to spend their remaining budget by March 1, 2025. Excess and
unplanned funding may be reallocated to other STC Partners based on their
Fully Operational Capability (FOC) goals or to address shifting operational
needs. Funding reallocations will not negatively impact future Sub-
Recipient budgets, as the priority will remain to provide the STC Partners
with appropriate funding to achieve their FOC training goals.
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STC Subrecipient Agreement
15
IV.
STANDARD PROVISIONS
§401 Construction of Provisions and Titles Herein
All titles, subtitles, or headings in this Agreement have been inserted for
convenience and shall not be deemed to affect the meaning or construction of any
of the terms or provisions hereof. The language of this Agreement shall be
construed according to its fair meaning and not strictly for or against either party.
§402. Applicable Law, Interpretation and Enforcement
Each party's performance hereunder shall comply with all applicable laws of the
United States of America, the State of Arizona, the Maricopa County, including but
not limited to, laws regarding health and safety, labor and employment, wage and
hours and licensing laws which affect employees. This Agreement shall be
enforced and interpreted under the laws of the State of Arizona without regard to
conflict of law principles. Subrecipient shall comply with new, amended, or revised
laws, regulations, and/or procedures that apply to the performance of this
Agreement.
In any action arising out of this Agreement, Subrecipient consents to personal
jurisdiction, and agrees to bring all such actions, exclusively in state and federal
courts located in Maricopa County, Arizona.
If any part, term, or provision of this Agreement shall be held void, illegal,
unenforceable, or in conflict with any law of a federal, state, or local government
having jurisdiction over this Agreement, the validity of the remaining parts, terms
or provisions of this Agreement shall not be affected thereby.
§403. Integrated Agreement
This Agreement, together with the Grant and all federal rules, regulations and
requirements applicable to the Grant, sets forth all of the rights and duties of the
parties with respect to the subject matter hereof, and replaces any and all previous
agreements or understandings, whether written or oral, relating thereto. This
Agreement may be amended only as provided for herein.
§404. Excusable Delays
In the event that performance on the part of any party hereto shall be delayed or
suspended as a result of circumstances beyond the reasonable control and
without the fault and negligence of said party, none of the parties shall incur any
liability to the other parties as a result of such delay or suspension. Circumstances
deemed to be beyond the control of the parties hereunder shall include, but not be
limited to, acts of God or of the public enemy; insurrection; acts of the Federal
STC Subrecipient Agreement
16
Government or any unit of State or Local Government in either sovereign or
contractual capacity; fires; floods; epidemics; quarantine restrictions; strikes,
freight embargoes or delays in transportation; to the extent that they are not
caused by the party's willful or negligent acts or omissions and to the extent that
they are beyond the party's reasonable control.
§405. Breach
If any party fails to perform, in whole or in part, any promise, covenant, or
agreement set forth herein, or should any representation made by it be untrue,
any aggrieved party may avail itself of all rights and remedies, at law or equity, in
the courts of law. Said rights and remedies are cumulative of those provided for
herein except that in no event shall any party recover more than once, suffer a
penalty or forfeiture, or be unjustly compensated.
§406. Prohibition Against Assignment or Delegation
Subrecipient may not, unless it has first obtained the written permission of the
County:
A.
Assign or otherwise alienate any of its rights hereunder, including the right
to payment; or
B.
Delegate, subcontract, or otherwise transfer any of its duties hereunder.
§407. Subcontractor Assurances
Subrecipient shall contractually obligate all of its contractors, subcontractors and
vendors funded by Subaward funds as may be required to ensure that Subrecipient
can comply with all of the Requirements and other provisions of this Agreement.
§408. Remedies for Noncompliance
Subrecipient acknowledges and agrees that, in the event Subrecipient fails to
comply with the terms and conditions of this Agreement, the Federal awarding
agency or the County shall have the right to take one or more of the actions set
forth in 2 CFR §200.339.
Subrecipient shall be granted the opportunity to object to and challenge the
taking of any remedial action by the Federal awarding agency or the County
in accordance with the provisions set forth in 2 CFR §200.341.
§409. Termination
Any obligation to disburse to or reimburse Subrecipient in connection thereto, may
be terminated in whole or in part by the Federal awarding agency or the County as
set forth in 2 CFR §200.340. Subrecipient shall have the right to terminate the
STC Subrecipient Agreement
17
Subaward only as set forth in 2 CFR §200.340. In the event the Subaward is
terminated, all obligations and requirements of this Agreement and the Grant shall
survive and continue in full force and effect in connection with any portion of the
Subaward remaining prior to such termination, including, without limitation, the
closeout and post closeout requirements set forth in this Agreement.
A. Termination for Convenience
County may terminate this Contract for County’s convenience at any
time by providing Subrecipient thirty (30) days written notice. Upon
receipt of the notice of termination, Subrecipient shall immediately act
not to incur any additional obligations, costs, or expenses, except as
may be necessary to terminate its activities. County shall pay
Subrecipient its reasonable and allowable costs through the effective
date of termination and those reasonable and necessary costs incurred
by Subrecipient to effect the termination. Thereafter, Subrecipient shall
have no further claims against the County under this Contract.
B. Termination for Cause
1. If Subrecipient fails to perform any of the provisions of this
Agreement or so fails to make progress as to endanger timely
performance of this Agreement, County may give Subrecipient
written notice of the default. County’s default notice will indicate
whether the default may be cured and the time period to cure the
default to the sole satisfaction of County. Additionally, County’s
default notice may offer Subrecipient an opportunity to provide
County with a plan to cure the default, which shall be submitted to
County within the time period allowed by County. At County’s sole
discretion, County may accept or reject Subrecipient’s plan. If the
default cannot be cured or if Subrecipient fails to cure within the
period allowed by County, then County may terminate this
Agreement due to Subrecipient’s breach of this Agreement.
2. If a federal or state proceeding for relief of debtors is undertaken by
or against Subrecipient, or if Subrecipient makes an assignment for
the benefit of creditors, then County may immediately terminate this
Contract.
3. If Subrecipient engages in any dishonest conduct related to the
performance or administration of this Contract or violates
County’s laws, regulations or policies relating to lobbying, then
County may immediately terminate this Contract.
4. The rights and remedies of County provided in this section shall not
be exclusive and are in addition to any other rights and remedies
provided by law or under this Contract.
STC Subrecipient Agreement
18
5. This Agreement is subject to cancelation pursuant to A.R.S. § 38-
511.
C. In the event that this Contract is terminated, Subrecipient shall
immediately notify all employees and Subcontractors, and shall notify
in writing all other parties contracted with under the terms of this
Contract within five working days of the termination.
§410. Permits
Subrecipient
and
its
directors,
officers,
agents,
employees,
and
contractors/subcontractors, to the extent allowed hereunder, shall obtain, and
maintain all licenses, permits, certifications and other documents necessary for
Subrecipient's performance hereunder and shall pay any fees required therefor.
Subrecipient shall immediately notify the County of any suspension, termination,
lapses, non-renewals, or restrictions of licenses, permits, certificates, or other
documents.
§411. Nondiscrimination and Affirmative Action
Subrecipient shall comply with the applicable nondiscrimination and affirmative
action provisions of the laws of the United States of America, the State of Arizona,
and the County of Maricopa. In performing this Agreement, the Subrecipient shall
not discriminate in its employment practices against any employee or applicant
for employment because of such person's race, religion, national origin, ancestry,
sex, sexual orientation, age, physical disability, mental disability, marital status,
domestic partner status, or medical condition. The Subrecipient shall comply with
Executive Order 11246, entitled “Equal Employment Opportunity”, as amended by
Executive Order 11375, and as supplemented in Department of Labor regulations
(41 CFR Part 60). Any subcontract entered into by the Subrecipient relating to this
Agreement, to the extent allowed hereunder, shall be subject to the provisions of
this paragraph.
§412. Indemnification
Each of Parties (as “Indemnitor”) shall defend, indemnify and hold harmless the
other Party (as “Indemnitee”) from and against any and all claims, losses, liability,
costs, or expenses of any nature whatsoever (including reasonable attorney’s
fees) (hereinafter collectively referred to as “Claims”) arising out of the
performance or failure to perform under the Agreement.
§413. Conflict of Interest
A.
Subrecipient shall establish safeguards to prohibit employees from using
their positions for a purpose that constitutes, or presents the appearance
of, personal or organizational conflict of interest, or personal gain for
STC Subrecipient Agreement
19
themselves or others, particularly those with whom they have family,
business, or other ties. Subrecipient covenants that none of its directors,
officers, employees, or agents shall participate in selecting, or
administrating any subcontract supported (in whole or in part) by Federal
funds where such person is a director, officer, employee or agent of the
subcontractor; or where the selection of subcontractors is or has the
appearance of being motivated by a desire for personal gain for
themselves or others such as family business, etc.; or where such person
knows or should have known that:
1.
A member of such person's immediate family, or domestic partner
or organization has a financial interest in the subcontract.
2.
The subcontractor is someone with whom such person has or is
negotiating any prospective employment; or
3.
The participation of such person would be prohibited if such
person were a public officer, because such person would have a
"financial or other interest" in the subcontract.
§414. Restriction on Disclosures and Confidentiality
Subrecipient shall keep all information exchanged or provided through the STC
Program strictly confidential, including any confidential, proprietary, or non- public
information, including sensitive security information (as defined by 49 CFR Part
1520). Subrecipient shall discuss with County in good faith whether it is necessary
or desirable to disclose any particular information, and if so, to whom. In the event
Subrecipient receives a request from a third party for information provided to them
as part of the STC Program, Subrecipient shall afford the County and the other
participants of the STC Program an opportunity to seek an appropriate protective
order.
§415. Publications and Use of Grantor Markings
All publications created or published with funding under this Grant shall
prominently contain the following statement: "This document was prepared under
a grant from FEMA's Grant Programs Directorate, U.S. Department of Homeland
Security. Points of view or opinions expressed in this document are those of the
authors and do not necessarily represent the official position or policies of FEMA's
Grant Programs Directorate or the U.S. Department of Homeland Security."
Subrecipient shall comply with requirements to acknowledge Federal funding
when issuing statements, press releases, requests for proposals, bid invitations,
and other documents describing projects or programs funded in whole or in part
by Grant Funds.
Subrecipient shall obtain Grantor approval prior to using Grantor seal(s), logos,
crests or reproductions of flags or likenesses of Grantor agency officials,
STC Subrecipient Agreement
20
including the use of the United States Coast Guard seal, logo, crests or
reproductions of flags or likenesses of Coast Guard officials.
§416. Compliance with Applicable Regulations and Statutes
Subrecipient shall comply with all terms and conditions set forth in this
Agreement, which includes all guidance, regulations and requirements of the
Federal awarding agency that are applicable to a recipient and/or subrecipient of
a Federal award or grant. Such requirements are set forth in the following
documents and incorporated herein by this reference: (1) Department of
Homeland Security FY 2020 Homeland Security Grant Program Notice of Funding
Opportunity (“DHS NOFO”), (2) FY 2020 DHS Standard Terms and Conditions
(“DHS Standard Conditions”), the Cooperative Agreement Terms and Conditions
(FY 2020) and any Continuation Terms and Conditions issued by the DHS Grants
and Financial Assistance Division in connection with the Grant (collectively
attached hereto as Exhibit E), and (3) the cost principles, uniform administrative
requirements and audit requirements for federal grant programs as housed in Title
2, Part 200 of the CFR and in updates issued by the Office of Management and
Budget (“OMB”) on http:///www.whitehouse.gov/omb/.
These Requirements also include, without limitation, the following:
A.
USA Patriot Act of 2001
Subrecipient shall comply with the applicable Requirements of the Uniting
and Strengthening America by Providing Appropriate Tools Required to
Intercept and Obstruct Terrorism Act (USA PATRIOT Act), which amends
18 U.S.C. §§175-175c, which, among other things, prescribes criminal
penalties for possession of any biological agent, toxin or delivery system
not justified under the regulations and which establishes restrictions on
access to specified materials.
B.
Drug-Free Workplace Requirements
Subrecipient shall comply with applicable Requirements related to
maintaining a drug-free workplace, including the Drug-Free Workplace Act
of 1988 (41 U.S.C. §701 et seq.), codified in 2 CFR 3001. Subrecipient shall
execute and submit to the County concurrent with the execution of this
Agreement the Certification Regarding Drug Free Workplace Requirements
Subrecipient shall also notify the County if an employee of the Subrecipient
is convicted of violating a criminal drug statute. Failure to comply with
these requirements may be cause for debarment.
C.
Suspension and Debarment Requirements
Subrecipient shall comply with the applicable Requirements set forth in
Executive Orders 12549 and 12689, which provides protection against
waste, fraud, and abuse by debarring or suspending those persons
STC Subrecipient Agreement
21
deemed irresponsible in their dealings with the Federal government.
D.
Requirements of Collection and Use of Personally Identifiable Information
Subrecipient shall comply with applicable Grantor guidelines regarding the
handling of Personally Identifiable Information (PII), as required by OMB M-
07-16 and as set forth in DHS Handbook for Safeguarding Sensitive PII,
which
can
be
found
at
https://www.dhs.gov/sites/default/files/publications/Handbook%20for%
20S afeguarding%20Sensitive%20PII_0.pdf. In collecting PII, Subrecipient
shall have a publicly available privacy policy that describes what PII it
collects, how it plans to use the PII, whether it shares PII with third parties,
and how individuals may have their PII corrected where appropriate.
Subrecipient may find DHS Privacy Impact Assessments, guidance and
templates
online
at
http://www.dhs.gov/xlibrary/assets/privacy/privacy_pia_guidance_june201
0.pdf
and
at
http://www.dhs.gov/xlibrary/assets/privacy/privacy_pia_template.pdf,
respectively.
E.
Terrorist Financing Prohibition
Subrecipient shall comply with all Executive Orders and other Requirements
which prohibit transactions with, and the provision of resources and
support to, individuals and organizations associated with terrorism. These
Requirements include, without limitation, EO 13224.
F.
Inventions, Patents, Copyrights and Data Rights Requirements
1.
When copyrightable material (“Material”) is first produced or
developed as part of a project funded by Grant Funds, the Grantor, at
its discretion, may copyright the Material. If the Grantor declines to
copyright the Material, the Grantor and the County shall have an
unencumbered right, and a non-exclusive, irrevocable, royalty-free
license, to reproduce, display, publish, disseminate, perform, prepare
derivative works or otherwise use, and authorize others to use, for
all government purposes: (a) any Material so produced or developed
and (b) any rights of copyright to which Subrecipient purchases
ownership with Grant Funds. Subrecipient shall affix the applicable
copyright
notices
of
17
U.S.C.
§401
or
§402
and
an
acknowledgement of government sponsorship (including Grant
award number) to any Material first produced or developed under
this Grant. All publications produced with funding from Grant Funds
which are submitted for publication in any magazine, journal, or trade
papers shall carry statements of acknowledgment and disclaimers
as required by the Grantor under the Grant Requirements.
STC Subrecipient Agreement
22
2.
The Grantor shall have unlimited rights or copyright license to any
data first produced or delivered under this Agreement or to any
scientific, technical, or other copyright work based on or containing
data first produced under this Agreement, including those works
published in academic, technical, or professional journals, symposia
proceedings, or similar works. “Unlimited rights” means the right to
use, disclose, reproduce, prepare derivative works, distribute copies
to the public, and perform and display publicly, or permit others to
do so. Where the data are not first produced under this Agreement
or are published copyrighted data with the notice of 17 U.S.C.
Section 401 or 402, the Grantor acquires the data under a copyright
license as set forth in 48 CFR 27.404(f)(2) instead of unlimited
rights. (48 CFR 27.404(a)).
[THIS SECTION INTENTIONALLY LEFT BLANK]
STC Subrecipient Agreement
23
V.
AMENDMENTS
§500. Amendments
Any change in the terms of this Agreement, including changes in the services to
be performed by Subrecipient, and any increase or decrease in the amount of
compensation/allocation which are agreed to by the County and Subrecipient
shall be incorporated into this Agreement by a written amendment properly
executed and signed by the person authorized to bind the parties thereto.
Subrecipient agrees to comply with all future County Directives, or any rules,
amendments or requirements promulgated by the County affecting this
Agreement.
STC Subrecipient Agreement
24
IN WITNESS WHEREOF, the County and Subrecipient have caused this Agreement to
be executed by their duly authorized representatives.
MARICOPA COUNTY:
By: ______________________________
Jack Sellers, Chairman
Date: ____________________________
City of Glendale:
By: ______________________________
Kevin Phelp, City Manager
Date: ____________________________
ATTEST:
Clerk of the Board
By: ______________________________
Juanita Garza
Date: ____________________________
ATTEST:
City/Town Clerk
By: ______________________________
Julie K. Bower
Date: ____________________________
COUNTY ATTORNEY:
By: ______________________________
Date: ____________________________
CITY ATTORNEY:
By: ______________________________
Michael D. Bailey
Date: ____________________________