SUBRECIPIENT AGREEMENT - 230825-01 - AZDOHS.PDF

SUBRECIPIENT AGREEMENT
23-AZDOHS-HSGP-230825-01
Between
The Arizona Department of Homeland Security
And

Maricopa County Recorder's Office (UEI: JT4NTQHQLVB1)

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, 2023 and shall terminate
on September 30, 2024. 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: “The Maricopa County Recorder's Office Upgrade 2023/2024 Project” and
funded at $235,000 (as may have been modified by the award letter).

4. Financing and Fiscal Responsibility Under US Department of Homeland Security (“USDHS") grant
#EMW-2023-SS-00018-S01 and Catalog of Federal Domestic Assistance (“CFDA”) #97.067, AZDOHS
shall provide up to $235,000 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.

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RECEIVED SEP 26 2023

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/qrant-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 Contro! 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.govw/media-library-data/1533321728657-
592e122ade85743d1760fd4747241776/GPD_ EHP Policy Final Amendment GPD_final_508.pdf
and https://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

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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://azdohs.gov/grant-program -forms.

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 toss, 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) shall 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.gov/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 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

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application. Alternate/additional training/exercise requests must be approved in advance by
AZDOHS. Subrecipient must submit a Project Modification Request Form (https://azdohs.gov/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.gov/emergency-management/preparednessftraining). All exercises must comply
with FEMA Homeland Security Exercise and Evaluation Program
(https:/Awww.fema.gov/emergency-managers/national-preparedness/exercises/hnseep: “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.

Consultants/Trainers/Training Providers Invoices for consuttants/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 personne! 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.

Travel Costs All grant funds expended for travel, lodging, meals and incidentats are subject to the
standards of Subrecipient’s policies and procedures, and the State of Arizona Accounting Manual
(https://qao.az.gov/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 reimbursements exceed the State rates established by the
Arizona Department of Administration: https://qao.az.qov/travel.

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 fited or claim made against Subrecipient by any
subcontractor or vendor.

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 (httos:/Avww.fema.gov/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.

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 shail 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,

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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.

Audit/Monitoring
a. Subrecipient must comply with the record-keeping and other requirements of ARS 35-214 and

35-215, and shail 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 Federai awards in its previous fisca!
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 fail 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 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 ali
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:/Avww.cisa.gov/safecom); (b) SAFECOM Guidance
(https:/Awww.cisa.gov/safecom); (c) Land Mobile Radio Minimum Equipment Standards as approved
by the Statewide Interoperability Executive Committee

(httos:/Awww.azdps.gov/services/government/swic); and (d) Arizona's State Interoperable Priority
Programming Guide (https:/Avww.azdps.gov/services/qovernment/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,

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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 all 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 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.

Reporting of Matters Related to Recipient Integrity and Performance /f 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 XII to 2 CFR Part 200.

Nondiscrimination Subrecipient must comply with the following that apply to this Federally-funded

program:

a. 29 USC 794, which bars discrimination against qualified handicapped individuais 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 https:/Awww.dhs.gov/quidance-published-help-department-

supported-organizations-provide-meaningful-access-people-limited and the resources at
http:/Awww.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://azgovernor.gov/governor/executive-order/2020-09) and 42 USC 12101-12213 (which
bar discriminating on the basis of disability;

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

g. 42 USC 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
face, color, national origin, religion, disability, familial status, and sex.

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 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.paf).

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:/Avwww.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, Requiations, 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.

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d. Subrecipient is prohibited from acquiring certain Chinese and Russian telecommunications
equipment, systems, and services as provided in FEMA Policy #405-143-
H B v/sites/default/files/document a_policy-405-143-1-prohibition-
covered-services-equipment-gpd.pdf) ; 2 C.F.R. sections 200.216, 200.327, 200.471 and
Appendix Il 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 seq.). Subrecipients must
obtain AZDOHS’ written approval before using Homeland Security Grant Program (“HSGP”)
funds for construction/renovation per https:/Avww.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 (https:/Avww.state.gov/executive-
order-13224/) and all US laws 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.htm!) and
US Executive Order 12689 (https://www.gadoe.org/School-lmprovement/Teacher-and-Leader-
Effectiveness/Documents/Title%201i,%20Part%20A%20Documents/Guidance/WHEO

%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 ("Pil"), 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

(httos:/Avww.dhs.gov/publication/privacy-impact-assessment-quidance).

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p. Subrecipient must complete either the Standard Form 424B Assurances - Non-Construction
Programs (https://omb.report/ict/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 FAO”) 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 ail 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 (httos:/Avww.gao.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.

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 aw or regulation exempting Indian Tribes, if Subrecipient is an
indian Tribe, this Agreement does not change or alter the inapplicability of such requirements.

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 invoived 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.

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

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

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36.

37.

38.

39.

41.

42.

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 /f 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 In 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 legistation, laws, ordinances, or rules affect this Agreement, this Agreement
automatically incorporates the terms of such iegislation, 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, inciuding 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 shalt not apply in interpreting this Agreement.

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

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,

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45.

47.

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 shail, in ail 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 shail provide written 30 day advance
notice of all 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 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).

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48. 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.

49. 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. In 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.

50. 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.

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51.

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

Arizona Department of Homeland Security
1700 West Washington Street, Suite 210
Phoenix, AZ 85007

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

AZDOHS shail address all notices relative to this Agreement to:
wed?) \\one av3<

Enter Title, First & La ane
Thewicoya ns (hee oc~

Enter Agency’ Nae Apove
heave ee)

Enter Sige Adciass ADBE GOD

Enter City, State, ZIP Above

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

FOR AND BEHALF OF THE FOR AND BEHALF OF THE
maueye Coon L \ (loci, Arizona Department of Homeland Security

Enter Agency Name Above YU oh

Print Name & hy

om mi a
Susan Dzbanko, Interim Director

Above

22 PAL 223

Enter op. Above Date ~ °

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

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23-AZDOHS-HSGP-230825-01

State of Arizona
Department of Homeland Security

Governor Katie Hobbs Interim Director

Susan Dzbanko
September 20, 2023

Recorder Stephen Richer
Maricopa County Recorder's Office
111 S 3rd Ave Ste #103

Phoenix, AZ 85003-2281

Subject: FFY 2023 Homeland Security Grant Program Award
Subrecipient Agreement Number: 230825-01
Project Title: The Maricopa County Recorder's Office Upgrade 2023/2024 Project

Dear Recorder Stephen Richer,

The application that your agency submitted to the Arizona Department of Homeland Security (AZDOHS) for
consideration under the Homeland Security Grant Program has been awarded. The project titled "The
Maricopa County Recorder's Office Upgrade 2023/2024 Project" has been partially funded under the
2023 Urban Area Security Initiative Grant Program for $235,000. The grant performance period is October 1,
2023 to September 30, 2024. Your application will be kept on file and may be considered for additional
funding if reallocation funding becomes available. This grant program is part of the U.S. Department of
Homeland Security Grant Program and specifically is awarded under CFDA #97.067 (Catalog of Federal
Domestic Assistance). The FFY 2023 federal award date as indicated in the U.S. DHS award package is
9/01/2023 with a total amount of funding of $25,997,500.00. The Federal Award Identification Number is
EMW-2023-SS-00018-S01.

To access your award documentation:

Log-in to the AZDOHS portal at https://azdohs.gov/user. A username and password was provided to you/your
staff during the application phase. If you no longer have your username/password, please contact your
Strategic Planner for assistance. Be advised all applications submitted on behalf of your organization, as well
as associated award information, will be viewable and accessible by all authorized users associated with your
organization.

aRUST epia = 2 award Sase (OLHOW LTiese Ins | ons:
The following action items must be downloaded, completed, signed and returned to AZDOHS. Specific

information regarding the mode of submission for the following requirements is located in the portal:

1. Project Administration Page - Print and sign one original Project Administration Page.

2. Two Subrecipient Agreements - Print and sign two original Subrecipient Agreements, completing
section 51.

3. Environmental and Historic Preservation (EHP) required documentation, if applicable.

These items must be completed and on file at AZDOHS in order for your agency to be eligible for
reimbursement. zi iste ers icable a is

entation ed in numbers and applicah above is not sig

1700 West Washington Street Suite 210 Phoenix, Arizona 85007
Office: (602) 542-7013 Fax: (602) 542-1729 www.azdohs.gov

Project Administration Page

Grant #: 230825-01 Subrecipient: Maricopa County Recorder's Office

Project Title: The Maricopa County Recorder’s Office Upgrade 2023/2024 Project
Grant Program: FFY 2023 Homeland Security Grant Program Award

APPROVAL PROCESS
The signatures below verify the submission/approval process. All parties signify that all aspects of this project are
allowable, reasonable and justifiable in accordance with published federal grant guidelines and the Subrecipient
Agreement. The signatures indicate the subrecipient agrees to the additional grant requirements outlined in the award
letter. The signatures confirm the acceptance that the funding amounts and quantities are limited to the amounts and
quantities approved and awarded on the Application Summary and Budget Narrative page(s) (Equipment, Training,
Exercise, Planning, Organization, M&A, if applicable) as provided in the award letter attachments.

Subrecipient Project Point of Contact: llene Haber NOES hy VA K¢

Print Name Signature Date
AZDOHS Staff: Belinda Tones A YW _ lofliwl7>
PrintName Signature ‘Date

Award Funded as Follows:

Requested Totals Awarded Totals
Equipment $515,000 $0
Training $0 $0
Exercise $0 $0
Planning $0 $0
Organization $235,000 $235,000
M&A $0 $0
Award Total $750,000 $235,000

This form is to be signed and returned.

1700 West Washington Street Suite 210 Phoenix, Arizona 85007
Office: (602) 542-7013 Fax: (602) 542-1729 www.azdohs.gov