Fort Walton Beach Council agenda — 10-11-05 Regular — reading text

for State and Local Governments," as amended; C. Office of Management and Budget Circular No. A- I 10, " Uniform Administrative Requirements for Grants and Other Agreements with Institutions of Higher Education, Hospitals and Other Non- Profit Organizations," as amended; and D. Office of Management and Budget Circular No. A- 122, " Cost Principles for Non- Profit Organizations," as amended. E. Subgrantee will maintain all documentation concerning the projects funded under this Agreement until the occurrence of the following events, whichever is the later: 1. The completion of final inspection and final audit, and the final resolution of any issues identified in the same; or, 2. The expiration of five ( 5) years from the date of disaster closeout under this Agreement. F. Subgrantee shall make all documentation concerning the projects funded under this Agreement available and accessible to the Comptroller General of the United States, the Grantee, and the Federal Emergency Management Agency between 8: 00 a. m. and 5: 00 p. m. on weekdays other than official holidays. ARTICLE XI. Reimbursement of Funds. If upon final inspection, final audit, or other review by Grantee, the Federal Emergency Management Agency or other authority determines that the disbursements to Subgrantee under thisAgreement exceed the costs, Subgrantee shall reimburse to Grantee the sum by which the total eligible disbursements exceed the eligible costs within forty- five ( 45) days from the date Subgrantee is notified of such determination. ARTICLE XII. Audit. Subgrantee shall submit an Audit of Agreement Compliance to Grantee, and shall have an independent audit performed by a Certified Public Accountant if its total expenditures of federal financial assistance for the most recent fiscal year equal or exceed $ 500, 000. 00. A. Subgrantee will conduct the audit in accordance with the following requirements: 1. The standards established by the Comptroller General of the United States, as specified in the General Accounting Office Standards for Audit of Governmental Organizations, Programs, Activities and Functions; 2. The standards established by the American Institute of Certified Public Accountants; 3. The requirements of ~ 11.42, Florida Statute, and the Rules of the Auditor General; 4. The requirements of the Single Audit Act of 1984, Pub. L.98- 502, as amended, 31 V. S. C. 997501- 7507, to the extent here applicable; and, 5. Office of Management and Budget Circular No. A- l33, as amended, to the extent here applicable. B. The audit shall be identified by the serial contract identification number for this Agreement. If the Subgrantee is a private nonprofit organization, it shall submit an organization- wide audit. C. The audit shall be due not later than seven ( 7) months after the close of the fiscal year for Subgrantee except where Grantee and Subgrantee have mutually agreed upon another date. D. Subgrantee shall conduct such additional audits as Grantee or the Federal Emergency Management of the internal Agency may determine necessary to determine the adequacy, accuracy, and reliability procedures Subgrantee has in place to protect its assets and to ensure compliance with this Agreement. 5  E. If this Agreement is closed out without an audit, Grantee may recover trom Subgrantee any disallowed costs identified in an audit after such closeout. ARTICLE XIII. Noncompliance. If the Subgrantee violates this Agreement or any legislation, regulation, statute, rule or other legal requirement applicable to the performance of this Agreement, the Grantee may withhold any disbursement otherwise due Subgrantee for the project with respect to which the violation has occurred until the violation is cured or has otherwise come to final resolution. If the violation is not cured, Grantee may terminate this Agreement and invoke its remedies under the Agreement as per Articles XVIII and XXIII of this Agreement. ARTICLE XIV. Nondiscrimination bv Contractors. Subgrantee shall undertake an active program of nondiscrimination in its administration of disaster assistance under this Agreement, as per 44 Code Federal Regulatons Parts 7 and 16, and 44 Code of Federal Regulations Part 206.36. Subgrantee shall also be subject to the requirements in the General Services Administrative Consolidated List of Debarred, Suspended and Ineligible Contractors, in accordance with 44 Code of Federal Regulations Part 17. ARTICLE XV. Modification. The time for performance of this Agreement may be extended once unless the failure of Subgrantee to close out the project is caused by events beyond its control. A modification extending the time for completion of the project and any other modification shall be in writing, and shall take effect only upon execution by both parties. Modifications to any Project Worksheet to be funded under this Agreement may be requested by Subgrantee through Grantee, but the approval of any such modifications shall reside in the sole discretion of the Federal Emergency Management Agency. Any approved modification to a Project Worksheet shall be noted in an additional Project Worksheet version for the project. If otherwise allowed under this Agreement, any extension shall be in writing and shall be subject to the same terms and conditions as those set out in the initial Agreement. ARTICLE XVI. Time for Performance. Time shall be of the essence of this Agreement and of the performance of all conditions under it. Subject to any modification extending the time for the performance of this Agreement approved by Grantee or the Federal Emergency Management Agency, the time for the completion of emergency work shall be six ( 6) months trom the date of the Presidential Declaration. The time for the completion of permanent work shall be eighteen ( 18) months from the date of the Presidential Declaration. For Large Projects the Summary of Documentation and the supporting documents identified in Article VI of this Agreement shall be submitted to the Grantee not later than sixty ( 60) days after the extension date of the last modification extending the Agreement. Subgrantee shall submit the completed Project Listing to Grantee not later than thirty ( 30) days from the completion of all work, or the approval of the Final Inspection by the Federal Emergency Management Agency, whichever is later. The time for the performance of this Agreement may be extended for cause by Grantee. Extensions shall not be approved for delays caused by lack of cost- share funding. If any extension request is denied, Subgrantee shall be reimbursed for eligible project costs incurred up to the latest approved date for timely completion. Failure to complete any project will be adequate cause for the termination offunding for that project. ARTICLE XVII. Contracts With Others. If the Subgrantee contracts with any other contractor or vendor for performance of all or any portion of the work required under this Agreement, the Subgrantee shall incorporate into its contract with such contractor or vendor an indemnification clause holding Grantee and Subgrantee harmless from liability to third parties for claims asserted under such contract. ARTICLE XVIII. Termination. Either of the parties may terminate this Agreement by notice in writing delivered to the address specified in Article XXV of this Agreement. Such termination shall take effect thirty ( 30) 6 days after the date of such notice. Such tennination shall not affect the rights, interests, duties or responsibilities of either of the parties or any allowable costs that have accrued as of the date of the notice oftennination. ARTICLE XIX. Liabilitv. Grantee assumes no liability to third parties in connection with this Agreement. Unless the Subgrantee is a governmental entity covered by ~ 768. 28( 5), Florida Statute, the Subgrantee shall be solely responsible to any and all contractors, vendors, and other parties with whom it contracts in perfonning this Agreement. Unless the Subgrantee is a governmental entity within the meaning of the preceding sentence, Subgrantee shall indemnify Grantee from claims asserted by third parties in connection with the perfonnance of this Agreement, holding Grantee and Subgrantee hannless from the same. Also: A. For the purpose of this Agreement, the Grantee and Subgrantee agree that neither one is an employee or agent of the other, but that each one stands as an independent contractor in relation to the other. B. Nothing in this Agreement shall be construed as a waiver by Grantee or Subgrantee of any legal immunity, nor shall anything in this Agreement be construed as consent by either of the parties to be sued by third parties in connection with any matter arising from the perfonnance of this Agreement. C. Subgrantee represents that to the best of its knowledge any hazardous substances at its project site or sites arepresent in quantities within statutory and regulatory limitations, and do not require remedial action under any federal, state or local legal requirements concerning such substances. Subgrantee further represents that the presence of any such substance or any condition at the site caused by the presence of any such substance shall be addressed in accordance with all applicable legal requirements. ARTICLE XX. ReDorts. Subgrantee shall provide Quarterly Reports to Grantee, on the Quarterly Report Fonn confonning to the sample attached as Attachment E. The first Quarterly Report shall be due at such time as Subgrantee is notified. All subsequent Quarterly Reports shall be due no later than fifteen ( 15) days after each calendar quarter through final inspection. Quarterly Reports shall indicate the anticipated completion date for each project, together with any other circumstances that may affect the completion date, the scope of work, the project costs, or any other factors that may affect compliance with this Agreement. Interim inspections shall be scheduled by Subgrantee before the final inspection, and may be required by Grantee based on infonnation supplied in the Quarterly Reports. Grantee may require additional reports as needed, and Subgrantee shall provide any additional reports requested by Grantee as soon as practicable. With respect to the Request for Advance or Reimbursement, the Summary of Documentation, and the Quarterly Reports, the contact for Grantee will be the State Public Assistance Officer. ARTICLE XXI. Standard Conditions. Subgrantee agrees to the following conditions: A. The perfonnance and obligation of Grantee to pay under this Agreement is contingent upon an annual appropriation by the Legislature and is subject to any modification in accordance with Chapter 216, Fla. Stat., and the disbursement to Grantee offederal funding in accordance with ~ 252. 37( 4), Fla. Stat. B. Bills for fees or other compensation for services or expenses must be submitted in detail sufficient for a proper pre- audit and post- audit. C. Grantee may unilaterally tenninate this Agreement for refusal by the Subgrantee or its contractors or subcontractors to allow public access to all documents, papers, letters or other material