HomeMy WebLinkAboutDoc 616 - OEM Grant - SODESCHUTES COUNTY DOCUMENT SUMMARY
Date: October 28,2013 Department: Sheriffs Office
Contractor/Supplier/Consultant Name: Oregon Military Department, Office of Emergency
Management Contractor Contact: Dan Gwin Contractor Phone #: 503-378-2911
Type of Document: Document No. 2013-616 is a grant from the Oregon Military Department,
Office of Emergency Management (OEM). OEM applies for funding from FEMA on behalf of
the State of Oregon and local emergency management agencies.
Goods and/or Services: The Deschutes County Sheriffs Office has received funding in the form of
an Emergency Management Performance Grant from the Oregon Military Department, Office of
Emergency Management. The amount of the award is $85,370.00. The funds will be used to pay
half of the salary for the Deschutes County Sheriffs Office Emergency Services Manager. The
Sheriffs Office will pay $85,370.00 in matching funds.
Background & History: The Deschutes County Sheriffs Office Emergency Services Manager
is responsible for all planning, coordination and oversight for the Emergency Services functions
mandated to the Sheriff s Office by Oregon Revised Statute and Deschutes County Code.
An Emergency Services Manager must address four specific areas: Exercises; Plans; Training; and
Public Education. Some of the activities required of the Emergency Services Manager include either
creating or updating the county-wide Emergency Operations Plan (EOP), the Threats and Hazards
Identification and Risk Assessment, and a Natural Hazard Mitigation Plan. Additionally, the
Emergency Services Manager must participate in certain training requirements, such as participating
in an annual Emergency Management Performance Grant workshop and in a state level multi-year
training and exercise plan workshop.
Award Period: July 1,2013 through June 30, 2014
Annual Value or Total Payment: Federal Award: $85,370.00. Sheriffs Office match:
$85,370.00.
Check all that apply:
D RFP, Solicitation or Bid Process
The Sheriffs Office will abide by 2.37.090(B) to obtain informal bids
D Informal quotes «$150K)
D Exempt from RFP, Solicitation or Bid Process (specify -see DCC §2.37)
Funding Source: (Included in current budget?) rgj Yes D No
Page 1 of2
10/2812013
Is this a Grant Agreement providing revenue to the County? ~ Yes D No
Special conditions attached to this grant: The funds awarded can only be used to fund the
position of the Emergency Services Manager and required, related activities by the Manager,
such as training exercises and updating the Emergency Operations Plan (EOP).
Deadlines for reporting to the grantor: "Performance Reports" are due on or before the 15 th day
of the month following each subsequent calendar quarter (ending on March 31, June 30,
September 30 and December 31). Financial Reimbursement Reports (RFR) must be submitted
for all grant expenditures. RFRs must also be submitted quarterly.
Contact information for the person responsible for grant compliance:
Name: Sgt. Nathan Garibay, Emergency Services Manager, Sheriffs Office
Phone: 541-617-3303
Sheriff's Approval: -----c~7""'J---,fT-J"'---~:::----jO-a1?
Date
Distribution of Document: Call Sheriffs Office Legal Assistant Pat Davis when the document
is ready for pick up. Once the State personnel signatures have been obtained, the original will be
returned to the Commissioners' office for scanning.
Official Review:
County Signature Required ( check one): D BOCC D Department Director (if <$25K)
~Administrator (if>$25K but <$150K; if>$150K, BOCC Order No. ______)
LegalReview ~Date I '/').011\2
Document Number 2013-616
Page 2 of2
10/28/2013
OREGON MILITARY DEPARTMENT
OFFICE OF EMERGENCY MANAGEMENT
EMERGENCY MANAGEMENT PERFORMANCE GRANT
CFDA # 97.042
DESCHUTES COUNTY
$85,370
Grant No: 13-509
This Agreement is made and entered into by and between the State of Oregon, acting by and through the
Oregon Military Department, Office of Emergency Management, hereinafter referred to as "OEM," and
Deschutes County, hereinafter referred to as "Subgrantee," and collectively referred to as the "Parties."
1. Effective Date. This Agreement shall become effective on the date this Agreement is fully executed
and approved as required by applicable law. Reimbursements will be made for Project Costs incurred
beginning on July 1,2013 and ending, unless otherwise terminated or extended, on June 30, 2014
(Expiration Date). No Grant Funds are available for any expenditures after the Expiration Date.
OEM's obligation to disburse Grant Funds under this Agreement shall end as provided in Section
6.b.iv of this Agreement.
2. Agreement Documents. This Agreement consists of this document and the following documents, all
of which are attached hereto and incorporated herein by reference:
Exhibit A: Project Description and Budget
Exhibit B: Federal Requirements and Certifications
Exhibit C: Subcontractor Insurance
In the event of a conflict between two or more of the documents comprising this Agreement, the
language in the document with the highest precedence shall control. The precedence of each of the
documents comprising this Agreement is as follows, listed from highest precedence to lowest
precedence: Exhibit B; this Agreement without Exhibits; Exhibit A; Exhibit C.
3. Grant Funds; Matching Funds. In accordance with the terms and conditions of this Agreement,
OEM shall provide Subgrantee an amount not to exceed $85,370 in Grant Funds for eligible costs
described in Section 6 hereof. Grant Funds for this Program wi II be from the Fiscal Year 2013
Emergency Management Performance Grant (EMPG) Program. Subgrantee shall provide matching
funds for all Project Costs as described in Exhibit A.
4. Project. The Grant Funds shall be used solely for the Project described in Exhibit A and shall not be
used for any other purpose. No Grant Funds will be disbursed for any changes to the Project unless
such changes are approved by OEM by amendment pursuant to Section 11.d hereof.
5. Reports. Failure of Subgrantee to submit the required program, financial, or audit reports, or to
resolve program, financial, or audit issues may result in the suspension of grant payments, termination
of this Agreement, or both.
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a. Performance Reports.
i. Subgrantee agrees to submit performance reports, using a form provided by OEM, on its
progress in meeting each of its agreed upon goals and objectives. The narrative reports will
address specific information regarding the activities carried out under the FY 2013 Emergency
Management Performance Grant Program and how they address identified work plan elements.
ii. Reports are due to OEM on or before the 15th day ofthe month following each subsequent
calendar quarter (ending on March 31, June 30, September 30, and December 31).
iii. Sub grantee may request from OEM prior written approval to extend a performance report
requirement past its due date. OEM, in its sole discretion, may approve or reject the request.
b. Financial Reimbursement Reports.
1. To receive reimbursement, Subgrantee must submit a signed Request for Reimbursement
(RFR), using a form provided by OEM, that includes supporting documentation for all grant
and, if applicable, match expenditures. RFRs may be submitted monthly but no less frequently
than quarterly during the term of this Agreement. At a minimum, RFRs must be submitted on
or before 30 days following each subsequent calendar quarter (ending on March 31, June 30,
September 30, and December 31), and a final RFR must be submitted no later than one month
following the end of the grant period.
ii. Reimbursements for expenses will be withheld if performance reports are not submitted by the
specified dates or are incomplete.
iii. Reimbursement rates for travel expenses shall not exceed those allowed by the State of Oregon.
Requests for reimbursement for travel must be supported with a detailed statement identifying
the person who traveled, the purpose of the travel, the dates, times, and places of travel, and the
actual expenses or authorized rates incurred.
iv. Reimbursements will only be made for actual expenses incurred during the Grant Award Period
provided in Section 1. Subgrantee agrees that no grant or, if applicable, match funds may be
used for expenses incurred before or after the Grant Award Period.
c. Audit Reports. Upon request by OEM, Sub grantee shall provide OEM copies of all audit reports
pertaining to this Agreement obtained by Subgrantee, whether or not the audit is required by OMB
Circular A-133 as described in Section 8.d and ii herein.
6. Disbursement and Recovery of Grant Funds.
a. Disbursement Generally. OEM shall reimburse eligible costs incurred in carrying out the Project,
up to the Grant Fund amount provided in Section 3. Reimbursements shall be made by OEM
upon approval by OEM of an RFR. Eligible costs are the reasonable and necessary costs incurred
by Subgrantee for the Project, in accordance with the Emergency Management Performance
Grants guidance and application materials, including without limitation the United States
Department of Homeland Security Funding Opportunity Announcement (FOA) , that are not
excluded from reimbursement by OEM, either by this Agreement or by exclusion as a result of
financial review or audit. The guidance, application materials and FOA are available at
http://www.oregon.gov/OMD/OEMlPages/plans_trainlEMPG.aspx.
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b. Conditions Precedent to Disbursement. OEM's obligation to disburse Grant Funds to
Subgrantee is subject to satisfaction, with respect to each disbursement, of each of the following
conditions precedent:
i. OEM has received funding, appropriations, limitations, allotments or other expenditure
authority sufficient to allow OEM, in the exercise of its reasonable administrative discretion, to
make the disbursement.
ii. Subgrantee is in compliance with the terms ofthis Agreement including, without limitation,
Exhibit B and the requirements incorporated by reference in Exhibit B.
iii. Subgrantee's representations and warranties set forth in Section 7 hereof are true and correct on
the date of disbursement with the same effect as though made on the date of disbursement.
iv. Sub grantee has provided to OEM a RFR in accordance with Section 5.b ofthis Agreement.
c. Recovery of Grant Funds. Any funds disbursed to Subgrantee under this Agreement that are
expended in violation or contravention of one or more ofthe provisions of this Agreement
("Misexpended Funds") or that remain unexpended on the earlier of termination or expiration of
this Agreement ("Unexpended Funds") must be returned to OEM. Subgrantee shall return all
Misexpended Funds to OEM promptly after OEM's written demand and no later than 15 days
after OEM's written demand. Subgrantee shall return all Unexpended Funds to OEM within 14
days after the earlier of expiration or termination of this Agreement.
7. Representations and Warranties of Subgrantee. Subgrantee represents and warrants to OEM as
follows:
a. Organization and Authority. Subgrantee is a political subdivision of the State of Oregon and is
eligible to receive the Grant Funds. Subgrantee has full power, authority, and legal right to make
this Agreement and to incur and perform its obligations hereunder, and the making and
performance by Subgrantee ofthis Agreement (1) have been duly authorized by all necessary
action of Sub grantee and (2) do not and will not violate any provision of any applicable law, rule,
regulation, or order of any court, regulatory commission, board, or other administrative agency,
(3) do not and will not result in the breach of, or constitute a default or require any consent under
any other agreement or instrument to which Subgrantee is a party or by which Subgrantee or any
of its properties may be bound or affected. No authorization, consent, license, approval of, filing
or registration with or notification to any governmental body or regulatory or supervisory
authority is required for the execution, delivery or performance by Subgrantee of this Agreement.
b. Binding Obligation. This Agreement has been duly executed and delivered by Subgrantee and
constitutes a legal, valid and binding obligation of Subgrantee, enforceable in accordance with its
terms subject to the laws of bankruptcy, insolvency, or other similar laws affecting the
enforcement of creditors' rights generally.
c. No Solicitation. Subgrantee's officers, employees, and agents shall neither solicit nor accept
gratuities, favors, or any item of monetary value from contractors, potential contractors, or parties
to subagreements. No member or delegate to the Congress of the United States or State of Oregon
employee shall be admitted to any share or part of this Agreement or any benefit arising
therefrom.
d. NIMS Compliance. By accepting FY 2013 funds, Subgrantee certifies that it has met National
Incident Management System (NIMS) compliance activities outlined in the Oregon NIMS
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Requirements located through the OEM at
http://www.oregon.gov/OMD/OEM/Pages/plans_trainINIMS.aspx
The warranties set forth in this section are in addition to, and not in lieu of, any other warranties set
forth in this Agreement or implied by law.
8. Records Maintenance and Access; Audit.
a. Records, Access to Records and Facilities. Subgrantee shall make and retain proper and
complete books of record and account and maintain all fiscal records related to this Agreement
and the Project in accordance with all applicable generally accepted accounting principles,
generally accepted governmental aUditing standards and state minimum standards for audits of
municipal corporations. Subgrantee acknowledges and agrees, and Subgrantee will require its
contractors, subcontractors, sub-recipients (collectively hereafter "contractors"), successors,
transferees, and assignees to acknowledge and agree, to provide OEM, Oregon Secretary of State
(Secretary), Office oflnspector General (OIG), Department of Homeland Security (DHS), Federal
Emergency Management Agency (FEMA), or any of their authorized representatives, access to
records, accounts, documents, information, facilities, and staff. Subgrantee and its contractors
must cooperate with any compliance review or complaint investigation by any ofthe above listed
agencies, providing them access to and the right to examine and 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 may be necessary. The right of access is not
limited to the required retention period but shall last as long as the records are retained.
b. Retention of Records. Subgrantee shall retain and keep accessible all books, documents, papers,
and records that are directly related to this Agreement, the Grant Funds or the Project for until the
latest of (a) six years following termination, completion or expiration of this Agreement, (b) upon
resolution of any litigation or other disputes related to this Agreement, or (c) an extended period as
established under 44 CFR 13.42. It is the responsibility of Subgrantee to obtain a copy of 44 CFR
Part 13 and all applicable OMB Circulars, and to apprise itself of all rules and regulations set
forth.
c. Audits.
i. If Subgrantee expends $500,000 or more in Federal funds (from all sources) in its fiscal year,
Subgrantee shall have a single organization-wide audit conducted in accordance with the
provisions ofOMB Circular A-I33. Copies of all audits must be submitted to OEM within 30
days of completion. If Subgrantee expends less than $500,000 in its fiscal year in Federal
funds, Subgrantee is exempt from Federal audit requirements for that year. Records must be
available for review or audit by appropriate officials as provided in Section 8.a. herein.
ii. Audit costs for audits not required in accordance with OMB Circular A-l33 are unallowable. If
Subgrantee did not expend $500,000 or more in Federal funds in its fiscal year, but contracted
with a certified public accountant to perform an audit, costs for performance of that audit shall
not be charged to the grant.
iii. Subgrantee shall save, protect and hold harmless the OEM from the cost of any audits or
special investigations performed by the Secretary or any federal agency with respect to the
funds expended under this Agreement. Subgrantee acknowledges and agrees that any audit
costs incurred by Subgrantee as a result of allegations of fraud, waste or abuse are ineligible for
reimbursement under this or any other agreement between Subgrantee and the State of Oregon.
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9. Subgrantee Procurements; Property and Equipment Management and Records; Subcontractor
Indemnity and Insurance
a. Subagreements. Subgrantee may enter into agreements (hereafter "subagreements") for
performance ofthe Project. Subgrantee shall use its own procurement procedures and regulations,
provided that the procurement conforms to applicable Federal and State law (including without
limitation ORS chapters 279A, 279B, 279C).
i. Subgrantee shall provide to OEM copies of all Requests for Proposals or other solicitations for
procurements anticipated to be for $100,000 or more and to provide to OEM, upon request by
OEM, such documents for procurements for less than $100,000. Subgrantee shall include with
its RFR a list of all procurements issued during the period covered by the report.
ii. All subagreements, whether negotiated or competitively bid and without regard to dollar value,
shall be conducted in a manner that encourages fair and open competition to the maximum
practical extent possible. All sole-source procurements in excess of $1 00,000 must receive prior
written approval from OEM in addition to any other approvals required by law applicable to
Subgrantee. Justification for sole-source procurement in excess of$100,000 should include a
description of the program and what is being contracted for, an explanation of why it is
necessary to contract noncompetitively, time constraints and any other pertinent information.
Interagency agreements between units of government are excluded from this provision.
iii. Subgrantee shall be alert to organizational conflicts of interest or non-competitive practices
among contractors that may restrict or eliminate competition or otherwise restrain trade.
Contractors that develop or draft specifications, requirements, statements of work, or Requests
for Proposals (RFP) for a proposed procurement shall be excluded from bidding or submitting a
proposal to compete for the award of such procurement. Any request for exemption must be
submitted in writing to OEM.
iv. Subgrantee agrees that, to the extent it uses contractors, such contractors shall use small,
minority, women-owned or disadvantaged business concerns and contractors or subcontractors
to the extent practicable.
b. Purchases and Management of Property and Equipment; Records. Subgrantee agrees to
comply with all applicable federal requirements referenced in Exhibit B, Section II.C.l to this
Agreement and procedures for managing and maintaining records of all purchases of property and
equipment will, at a minimum, meet the following requirements:
i. All property and equipment purchased under this agreement, whether by Subgrantee or a
contractor, will be conducted in a manner providing full and open competition and in
accordance with all applicable procurement requirements, including without limitation ORS
chapters 279A, 279B, 279C, and purchases shall be recorded and maintained in Subgrantee's
property or equipment inventory system.
ii. Subgrantee's property and equipment records shall include: a description of the property or
equipment; the manufacturer's serial number, model number, or other identification number;
the source ofthe property or equipment, including the Catalog of Federal Domestic Assistance
(CFDA) number; name of person or entity holding title to the property or equipment; the
acquisition date; cost and percentage of Federal participation in the cost; the location, use and
condition of the property or equipment; and any ultimate disposition data including the date of
disposal and sale price of the property or equipment.
iii. A physical inventory of the property and equipment must be taken and the results reconciled
with the property and equipment records at least once every two years.
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IV. Subgrantee must develop a control system to ensure adequate safeguards to prevent loss,
damage, or theft of the property and equipment. Subgrantee shall investigate any loss, damage,
or theft and shall provide the results of the investigation to OEM upon request.
v. Subgrantee must develop, or require its contractors to develop, adequate maintenance
procedures to keep the property and equipment in good condition.
vi. If Sub grantee is authorized to sell the property or equipment, proper sales procedures must be
established to ensure the highest possible return.
vii. Subgrantee agrees to comply with 44 CFR Part 13.32.e when original or replacement
equipment acquired with Grant Funds is no longer needed for the original project or program or
for other activities currently or previously supported by a Federal agency.
viii. Subgrantee shall require its contractors to use property and equipment management
requirements that meet or exceed the requirements provided herein applicable to all property
and equipment purchased with Grant Funds.
ix. Subgrantee shall, and shall require its contractors to, retain, the records described in this
Section 9.b. for a period of six years from the date of the disposition or replacement or transfer
at the discretion of OEM. Title to all property and equipment purchased with Grant Funds shall
vest in Subgrantee ifSubgrantee provides written certification to OEM that it will use the
property and equipment for purposes consistent with the Emergency Management Performance
Grant Program.
c. Subagreement indemnity; insurance. Suhgrantee's suhagreement(s) shall require the other
party to such suhagreements(s) that is not a unit oflocal government as defined in ORS
190.003, if any, to indemnify, defend, save and hold harmless OEM and its officers, employees
and agents from and against any and all claims, actions, liahilities, damages, losses, or
expenses, including attorneys' fees, arising from a tort, as now or hereafter defined in ORS
30.260, caused, or alleged to he caused, in whole or in part, hy the negligent or willful acts or
omissions ofthe other party to Suhgrantee's suhagreement or any ofsuch party's officers,
agents, employees or suhcontractors ("Claims"). It is the specific intention ofthe Parties that
OEM shall, in all instances, except for Claims arising solely from the negligent or willful acts
or omissions ofOEM, he indemnified hy the other party to Suhgrantee's suhagreement(s) from
and against any and all Claims.
Any such indemnification shall also provide that neither Subgrantee's contractor(s) nor any
attorney engaged by Subgrantee's contractor(s) shall defend any claim in the name of OEM or any
agency of the State of Oregon (collectively "State"), nor purport to act as legal representative of
the State or any of its agencies, without the prior written consent of the Oregon Attorney General.
The State may, at any time at its election, assume its own defense and settlement in the event that
it determines that Subgrantee's contractor is prohibited from defending State or that Subgrantee's
contractor is not adequately defending State's interests, or that an important governmental
principle is at issue or that it is in the best interests of State to do so. State reserves all rights to
pursue claims it may have against Subgrantee's contractor if State elects to assume its own
defense.
Subgrantee shall require the other party, or parties, to each of its subagreements that are not units
oflocal government as defined in ORS 190.003 to obtain and maintain insurance of the types and
in the amounts provided in Exhibit C to this Agreement.
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10. Termination
a. Termination by OEM. OEM may tenninate this Agreement effective upon delivery of written
notice oftennination to Subgrantee, or at such later date as may be established by OEM in such
written notice, if:
i. Sub grantee fails to perfonn the Project within the time specified herein or any extension thereof
or commencement, continuation or timely completion of the Project by Subgrantee is, for any
reason, rendered improbable, impossible, or illegal; or
ii. OEM fails to receive funding, appropriations, limitations or other expenditure authority
sufficient to allow OEM, in the exercise of its reasonable administrative discretion, to continue
to make payments for perfonnance of this Agreement; or
iii. Federal or state laws, rules, regulations or guidelines are modified or interpreted in such a way
that the Project is no longer allowable or no longer eligible for funding under this Agreement;
or
iv. The Project would not produce results commensurate with the further expenditure of funds; or
v. Subgrantee takes any action pertaining to this Agreement without the approval of OEM and
which under the provisions of this Agreement would have required the approval of OEM.
vi. OEM detennines there is a material misrepresentation, error or inaccuracy in Subgrantee's
application.
b. Termination by Subgrantee. Sub grantee may tenninate this Agreement effective upon delivery
of written notice oftennination to OEM, or at such later date as may be established by Subgrantee
in such written notice, if:
i. The requisite local funding to continue the Project becomes unavailable to Sub grantee; or
ii. Federal or state laws, rules, regulations or guidelines are modified or interpreted in such a way
that the Project is no longer allowable or no longer eligible for funding under this Agreement.
c. Termination by Either Party. Either Party may tenninate this Agreement upon at least ten days
notice to the other Party and failure of the other Party to cure within the period provided in the
notice, ifthe other Party fails to comply with any of the tenns of this Agreement.
11. GENERAL PROVISIONS
a. Contribution. If any third party makes any claim or brings any action, suit or proceeding alleging
a tort as now or hereafter defined in ORS 30.260 ("Third Party Claim") against OEM or
Subgrantee with respect to which the other Party may have liability, the notified Party must
promptly notify the other Party in writing of the Third Party Claim and deliver to the other Party a
copy of the claim, process, and all legal pleadings with respect to the Third Party Claim. Each
Party is entitled to participate in the defense of a Third Party Claim, and to defend a Third Party
Claim with counsel of its own choosing. Receipt by a Party of the notice and copies required in
this paragraph and meaningful opportunity for the Party to participate in the investigation, defense
and settlement of the Third Party Claim with counsel of its own choosing are conditions precedent
to that Party's liability with respect to the Third Party Claim.
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With respect to a Third Party Claim for which OEM is jointly liable with Subgrantee (or would be
ifjoined in the Third Party Claim ), OEM shall contribute to the amount of expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred
and paid or payable by Subgrantee in such proportion as is appropriate to reflect the relative fault
of OEM on the one hand and of Sub grantee on the other hand in connection with the events which
resulted in such expenses, judgments, fines or settlement amounts, as well as any other relevant
equitable considerations. The relative fault of OEM on the one hand and of Subgrantee on the
other hand shall be determined by reference to, among other things, the Parties' relative intent,
knowledge, access to information and opportunity to correct or prevent the circumstances resulting
in such expenses,judgments, fines or settlement amounts. OEM's contribution amount in any
instance is capped to the same extent it would have been capped under Oregon law, including the
Oregon Tort Claims Act, ORS 30.260 to 30.300, if OEM had sole liability in the proceeding.
With respect to a Third Party Claim for which Sub grantee is jointly liable with OEM (or would be
ifjoined in the Third Party Claim), Subgrantee shall contribute to the amount of expenses
(including attorneys' fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred and paid or payable by OEM in such proportion as is appropriate to reflect the
relative fault of Sub grantee on the one hand and of OEM on the other hand in connection with the
events which resulted in such expenses, judgments, fines or settlement amounts, as well as any
other relevant equitable considerations. The relative fault of Sub grantee on the one hand and of
OEM on the other hand shall be determined by reference to, among other things, the Parties'
relative intent, knowledge, access to information and opportunity to correct or prevent the
circumstances resulting in such expenses, judgments, fines or settlement amounts. Subgrantee's
contribution amount in any instance is capped to the same extent it would have been capped under
Oregon law, including the Oregon Tort Claims Act, ORS 30.260 to 30.300, if it had sole liability
in the proceeding.
b. Dispute Resolution. The Parties shall attempt in good faith to resolve any dispute arising out of
this Agreement. In addition, the Parties may agree to utilize a jointly selected mediator or
arbitrator (for non-binding arbitration) to resolve the dispute short of litigation. Each party shall
bear its own costs incurred under this Section ii.b.
c. Responsibility for Grant Funds. Any recipient of Grant Funds, pursuant to this Agreement with
OEM, shall assume sole liability for that recipient's breach of the conditions of this Agreement,
and shall, upon such recipient's breach of conditions that requires OEM to return funds to the
FEMA, hold harmless and indemnify OEM for an amount equal to the funds received under this
Agreement; or if legal limitations apply to the indemnification ability of the recipient of Grant
Funds, the indemnification amount shall be the maximum amount of funds available for
expenditure, including any available contingency funds or other available non-appropriated funds,
up to the amount received under this Agreement.
d. Amendments. This Agreement may be amended or extended only by a written instrument signed
by both Parties and approved as required by applicable law.
e. Duplicate Payment. Subgrantee is not entitled to compensation or any other form of duplicate,
overlapping or mUltiple payments for the same work performed under this Agreement from any
agency of the State of Oregon or the United States of America or any other party, organization or
individual.
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f. No Tbird Party Beneficiaries. OEM and Subgrantee are the only Parties to this Agreement and
are the only Parties entitled to enforce its terms. Nothing in this Agreement gives, is intended to
give, or shall be construed to give or provide any benefit or right, whether directly or indirectly, to
a third person unless such a third person is individually identified by name herein and expressly
described as an intended beneficiary of the terms ofthis Agreement.
Subgrantee acknowledges and agrees that the Federal Government, absent express written consent
by the Federal Government, is not a party to this Agreement and shall not be subject to any
obligations or liabilities to Subgrantee, contractor or any other party (whether or not a party to the
Agreement) pertaining to any matter resulting from the this Agreement.
g. Notices. Except as otherwise expressly provided in this Section, any communications between the
parties hereto or notice to be given hereunder shall be given in writing by personal delivery,
facsimile, email or mailing the same by registered or certified mail, postage prepaid to Subgrantee
or OEM at the appropriate address or number set forth on the signature page of this Agreement, or
to such other addresses or numbers as either party may hereafter indicate pursuant to this Section.
Any communication or notice so addressed and sent by registered or certified mail shall be
deemed delivered upon receipt or refusal of receipt. Any communication or notice delivered by
facsimile shall be deemed to be given when receipt of the transmission is generated by the
transmitting machine. Any communication or notice by personal delivery shall be deemed to be
given when actually delivered. Any communication by email shall be deemed to be given when
the recipient of the email acknowledges receipt ofthe email. The parties also may communicate
by telephone, regular mail or other means, but such communications shall not be deemed Notices
under this Section unless receipt by the other party is expressly acknowledged in writing by the
receiving party.
b. Governing Law, Consent to Jurisdiction. This Agreement shall be governed by and construed in
accordance with the laws of the State of Oregon without regard to principles of conflicts of law.
Any claim, action, suit or proceeding (collectively, "Claim") between OEM (or any other agency
or department of the State of Oregon) and Sub grantee that arises from or relates to this Agreement
shall be brought and conducted solely and exclusively within the Circuit Court of Marion County
in the State of Oregon. In no event shall this section be construed as a waiver by the State of
Oregon of any form of defense or immunity, whether sovereign immunity, governmental
immunity, immunity based on the eleventh amendment to the Constitution of the United States or
otherwise, from any Claim or from the jurisdiction of any court. Each party hereby consents to the
exclusive jurisdiction of such court, waives any objection to venue, and waives any claim that
such forum is an inconvenient forum.
i. Compliance witb Law. Subgrantee shall comply with all federal, state and local laws, regulations,
executive orders and ordinances applicable to the Agreement or to the implementation ofthe
Project, including without limitation as described in Exhibit B. Without limiting the generality of
the foregoing, Sub grantee expressly agrees to comply with (i) Title VI of Civil Rights Act of
1964; (ii) Title V and Section 504 of the Rehabilitation Act of 1973; (iii) the Americans with
Disabilities Act of 1990 and ORS 659A.142; (iv) all regulations and administrative rules
established pursuant to the foregoing laws; and (v) all other applicable requirements of federal and
state civil rights and rehabilitation statutes, rules and regulations.
j. Insurance; Workers' Compensation. All employers, including Subgrantee, that employ subject
workers who provide services in the State of Oregon shall comply with ORS 656.017 and provide
the required Workers' Compensation coverage, unless such employers are exempt under ORS
9
656.126. Employer's liability insurance with coverage limits of not less than $500,000 must be
included. Subgrantee shall ensure that each of its subrecipient(s}, contractor(s}, and
subcontractor(s} complies with these requirements.
k. Independent Contractor. Subgrantee shall perform the Project as an independent contractor and
not as an agent or employee of OEM. Sub grantee has no right or authority to incur or create any
obligation for or legally bind OEM in any way. OEM cannot and will not control the means or
manner by which Subgrantee performs the Project, except as specifically set forth in this
Agreement. Subgrantee is responsible for determining the appropriate means and manner of
performing the Project. Subgrantee acknowledges and agrees that Subgrantee is not an "officer",
"employee", or "agent" of OEM, as those terms are used in ORS 30.265, and shall not make
representations to third parties to the contrary.
l. Severability. If any term or provision of this Agreement is declared by a court of competent
jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and
provisions shall not be affected, and the rights and obligations of the Parties shall be construed and
enforced as if this Agreement did not contain the particular term or provision held to be invalid.
m. Counterparts. This Agreement may be executed in two or more counterparts (by facsimile or
otherwise), each of which is an original and all of which together are deemed one agreement
binding on all Parties, notwithstanding that all Parties are not signatories to the same counterpart.
n. Integration and Waiver. This Agreement, including all Exhibits and referenced documents,
constitutes the entire agreement between the Parties on the subject matter hereof. There are no
understandings, agreements, or representations, oral or written, not specified herein regarding this
Agreement. The delay or failure of either Party to enforce any provision of this Agreement shall
not constitute a waiver by that Party of that or any other provision. Subgrantee, by the signature
below of its authorized representative, hereby acknowledges that it has read this Agreement,
understands it, and agrees to be bound by its terms and conditions.
THE PARTIES, by execution of this Agreement, hereby acknowledge that each Party has read this
Agreement, understands it, and agrees to be bound by its terms and conditions.
SIGNATURE PAGE TO FOLLOW
10
Deschutes County
By ~ pj40
Nrune Larry Blanton, Sheriff
(printed)
Date /0 -z 8",7
APPROVED AS TO LEGAL SUFFICIENCY
(If required for Subgrantee)
BY~~
Subgrantee' egal Counsel
Date ~l;).r~ 113
Subgrantee Program Contact:
Scott Shelton
Lieutenant
Deschutes County Sheriffs Office
63333 West Hwy 20
Bend, OR 97701
541-388-6502
scotts@deschutes.org
Subgrantee Fiscal Contact:
Jrunes Ross
Deschutes County Sheriffs Office
63333 West Hwy 20
Bend, OR 97701
541-322-4819
jamesr@deschutes.org
Deschutes County
By _______________________
Name Tom Anderson, Deschutes
County Administrator
Date
OEM
By ______________________
Sean McCormick
Mitigation and Recovery Services Section Director, OEM
Date ___________
APPROVED AS TO FORM
By Keith L. Kutler via email
Assistant Attorney General
Date October 3,2013
OEM Program Contact:
Kelly Jo Craigmiles
EMPG Progrrun Coordinator
Oregon Military Department
Office of Emergency Management
PO Box 14370
Salem, OR 97309-5062
503-378-2911 extension 22246
kelly .jo.craigmiles@state.or.us
OEM Fiscal Contact:
Dan Gwin
Grants Accountant
Oregon Military Department
Office of Emergency Management
PO Box 14370
Salem, OR 97309-5062
503-378-2911 extension 22290
dan.gwin@state.or.us
11
EXHIBIT A
Project Description and Budget
I. Project Description
The FY20 13 EMPG Program focuses on the development and sustainment of core capabilities as outlined
in the National Preparedness Strategy. Particular emphasis is placed on building and sustaining
capabilities that address high consequence events that pose the greatest risk to the security and resilience
ofthe United States. Capabilities are the means to accomplish a mission, function, or objective based on
the performance of related tasks, under specified conditions, to target levels of performance. The FY2013
EMPG Work Plan identifies the specific tasks to be performed towards the development and sustainment
of core capabilities in Subgrantee's jurisdiction. The funds from this agreement are meant to supplement
a portion of Sub grantee's day-to-day operational costs for Emergency Management, as outlined in
Subgrantee's approved Work Plan. The Work Plan may be updated upon approval by OEM.
II. Budget
Personnel $147,692
Supplies $9,030
Rent $2,148
Phones/Communications $1,880
Maintenance $1,825
County Cost Allocations $4,715
Travel $3,450
Total $170,740
12
EXHIBITB
Federal Requirements and Certifications
I. General. Subgrantee agrees to comply with all federal requirements applicable to this Agreement, including
without limitation financial management and procurement requirements and maintain accounting and financial
records in accordance with Generally Accepted Accounting Principles (GAAP) and financial, administrative, and
audit requirements as set forth in the most recent versions of the Code of Federal Regulations (CFR), the Office of
Management and Budget (OMB) Circulars, Department of Homeland Security (DHS) program legislation, and
DHSlFederal Emergency Management Agency (FEMA) regulations.
II. Specific Requirements and Certifications
A. Debarment, Suspension, Ineligibility and Voluntary Exclusion. Subgrantee certifies by accepting funds
under this Agreement that neither it nor its principals are presently debarred, suspended, proposed for
debarment, declared ineligible, nor voluntarily excluded from participation in this transaction by any
Federal department or agency (44 CFR Part 13.35). Subgrantee shall establish procedures to provide for
effective use and dissemination of the Excluded Parties List (http://www.epls.govl) to assure that their
contractors are not in violation of the nonprocurement debarment and suspension common rule.
B. Standard Assurances and Certifications Regarding Lobbying. Subgrantee is required to comply with 44
CFR Part 18, New Restrictions on Lobbying. The restrictions on lobbying are enforceable via large civil
penalties, with civil fines between $10,000 and $100,000 per expenditure. Subgrantee understands and
agrees that no funds provided under this Agreement may be expended in support of the enactment, repeal,
modification or adoption of any law, regulation or policy, at any level of government. These lobbying
prohibitions can be found at 31 USC § 1352.
C. Compliance with Applicable Law. Subgrantee agrees to comply with all applicable laws, regulations,
program guidance, and guidelines of the State of Oregon, the Federal Government and OEM in the
performance of this Agreement, including but not limited to:
1. Administrative Requirements set forth in 44 CFR Part 13, including without limitation for the
active tracking and monitoring of property and equipment purchased by Subgrantee or its
contractors in whole or in part with Grant Funds, and 44 CFR Part 13 .32( e) when original or
replacement equipment acquired with Grant Funds is no longer needed for the original project
or program or for other activities currently or previously supported by a Federal agency.
2. Cost Principles set forth in 2 CFR Part 225 and 48 CFR Federal Acquisition Regulation (FAR)
Part 31.2, including without limitation, as provided in 2 CFR Part 225, Appendix A, paragraph
(C)(3)(c), that costs allocable to this Grant may not be charged to other Federal awards to
overcome fund deficiencies.
3. Audit Requirements set forth in OMB Circular A-133.
4. The provisions set forth in 44 CFR Part 7; Part 9; Part 10; and Federal laws or regulations
applicable to Federal assistance programs.
5. The Freedom of Information Act (FOIA), 5 USC § 552 with consideration of State and local
laws and regulations regarding the release of information and regulations governing Sensitive
Security Information (49 CFR Part 1520).
6. Animal Welfare Act of 1966, as amended, 7 USC § 2131 et seq.
7. Clean Air Act of 1970, as amended, 42 USC § 7401-7671, and Clean Water Act of 1977, as
amended, 33 USC § 1251.
13
8. Protection of Human Subjects, set forth in 45 CFR Part 46.
9. National Flood Insurance Act of 1968, as amended, 42 USC § 4013, pursuant to regulations
set forth in 44 CFR Part 63.b
10. Flood Disaster Protection Act of 1973, as amended, 42 USC § 4002.
n. Coastal Wetlands Planning, Protection, and Restoration Act of 1990, as amended, 16 USC §
3951, pursuant to regulations set forth in 44 CFR Part 9.
12. USA Patriot Act of2001, as amended, 8 USC § 1105, 1182, 1189.
13. Section 6 of the Hotel and Motel Fire Safety Act of1990, 15 USC 2225(a).
14. 31 USC 3729, prohibiting recipients of federal payments from submitting a false claim for
payment. See 38 USC 3801-3812 detailing administrative remedies for false claims and
statements made.
15. No supplanting. Grant Funds under this Agreement shall not replace funds that have been
budgeted for the same purposes through non-Federal sources. Subgrantee may be required to
demonstrate and document that a reduction in non-Federal resources occurred for reasons other
than receipt or expected receipt of Federal funds.
D. Non-discrimination and Civil Rights Compliance, Equal Employment Opportunity Program, and
Services to Limited English Proficient (LEP) Persons.
1. Non-discrimination and Civil Rights Compliance. Subgrantee, and all its contractors and
subcontractors, assures compliance with all applicable nondiscrimination laws, including but not
limited to:
a. Title VI of the Civil Rights Act of 1964, as amended, and related nondiscrimination regulations in
44 CFR Part 7.
b. Title VIII of the Civil Rights Act of 1968, as amended.
c. Titles I, II, and III of the Americans with Disabilities Act of 1990, as amended, 42 USC §§ 12101
12189.
d. Age Discrimination Act of 1975, 42 USC § 6101.
e. Title IX of the Education Amendments of 1972, as amended, 20 USC § 1681 et seq.
f. Section 504 of the Rehabilitation Act of 1973, as amended, 29 USC § 794, as amended.
If, during the past three years, Subgrantee has been accused of discrimination on the grounds of race,
color, national origin (including limited English proficiency), sex, age, disability, religion, or familial
status, Subgrantee must provide a list of all such proceedings, pending or completed, including
outcome and copies of settlement agreements to the OEM. In the event any court or administrative
agency makes a finding of discrimination on grounds of race, color, national origin (including limited
English proficiency), sex, age, disability, religion, or familial status against Subgrantee, or Subgrantee
settles a case or matter alleging such discrimination, Subgrantee must forward a copy of the complaint
and findings to the OEM.
2. Equal Employment Opportunity Program. Subgrantee, and any of its contractors and subcontractors,
certifies that an equal employment opportunity program will be in effect on or before the effective date
of this Agreement. Subgrantee must maintain a current copy on file.
3. Services to Limited English Proficient (LEP) Persons. Subgrantee, and any of its contractors and
subcontractors agrees to comply with the requirements of Executive Order 13166, improving Access to
Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin
and resulting agency guidance, national origin discrimination includes discrimination on the basis of
LEP. To ensure compliance with Title VI, Subgrantee must take reasonable steps to ensure that LEP
14
persons have meaningful access to your programs. Meaningful access may entail providing language
assistance services, including oral and written translation, where necessary. Subgrantee is encouraged
to consider the need for language services for LEP persons served or encountered both in developing
budgets and in conducting programs and activities. For assistance additional information regarding
LEP obligations, please see http://www.lep.gov.
E. Environmental and Historic Preservation,
1. Subgrantee shall comply with all applicable Federal, State, and local environmental and historic
preservation (EHP) requirements and shall provide any information requested by FEMA to ensure
compliance with applicable environmental and historic preservation laws including but not limited to:
a. National Environmental Policy Act of 1969, as amended, 42 USC § 4321, and related FEMA
regulations, 44 CFR Part 10.
b. National Historic Preservation Act, 16 USC § 470 et seq.
c. Endangered Species Act, 16 USC § 1531 et seq.
d. Executive Orders on Floodplains (11988), Wetlands (11990) and Environmental Justice (12898).
Failure of Sub grantee to meet Federal, State, and local EHP requirements and obtain applicable permits
may jeopardize Federal funding.
2. Subgrantee shall not undertake any project without prior EHP approval by FEMA, including but not
limited to communications towers, physical security enhancements, new construction, and modifications
to buildings, structures, and objects that are 50 years old or greater. Subgrantee must comply with all
conditions placed on the project as the result of the EHP review. Any change to the approved project
scope of work will require re-evaluation for compliance with these EHP requirements. If ground
disturbing activities occur during project implementation, Subgrantee must ensure monitoring of ground
disturbance and if any potential archeological resources are discovered, Subgrantee will immediately
cease construction in that area and notify FEMA and the appropriate State Historic Preservation Office.
Any construction activities that have been initiated without the necessary EHP review and approval will
result in a non-compliance finding and will not be eligible for FEMA funding.
3. For any of Subgrantee's or its contractors' or subcontractors' existing programs or activities that will be
funded by these grant funds, Subgrantee, upon specific request from the U.S. DHS, agrees to cooperate
with the U.S. DHS in any preparation by the U.S. DHS of a national or program environmental
assessment of that funded program or activity.
F. Drug Free Workplace Requirements (2 CFR Part 3001). Subgrantee agrees to comply with the
requirements of the Drug-Free Workplace Act of 1988, as amended, (41 USC § 701 et seq.), which requires
that all organizations receiving grants (or subgrants) from any Federal agency agree to maintain a drug-free
workplace. Subgrantee must notify this office if an employee of Subgrantee is convicted of violating a
criminal drug statute. Failure to comply with these requirements may be cause for debarment.
G. Classified National Security Information. No funding under this Agreement shall be used to support a
contract, subgrant or other agreement for goods or services that will include access to classified national
security information if the award recipient has not been approved for and has access to such information.
Classified national security information as defined in Executive Order (EO) 12958, as amended, means
information that has been determined pursuant to EO 12958 or any predecessor order to require protection
against unauthorized disclosure and is marked to indicate its classified status when in documentary form.
See award notification.
H. Human Trafficking (2 CFR Part 175). Subgrantee, employees, contractors and subrecipients under this
Agreement and their respective employees may not:
1. Engage in severe forms of trafficking in persons during the period of the time the award is in effect;
15
2. Procure a commercial sex act during the period of time the award is in effect; or
3. Use forced labor in the performance of the subgrant or subgrants under the award.
Subgrantee must inform OEM immediately of any information Subgrantee receives from any source
alleging a violation of any of the above prohibitions in this award term. OEM's right to terminate this
Agreement unilaterally, without penalty, is in additional to all other remedies under this Agreement.
Subgrantee must include these requirements in any subgrant made to public or private entities.
I. Fly America Act of 1974. Subgrantee agrees to comply with the requirements of the Preference for u.s.
Flag Air Carriers: Travel supported by U.S. Government funds requirement, which states preference for
the use of U.S. flag air carriers (air carriers holding certificates under 49 USC § 41102) for international air
transportation of people and property to the extent that such service is available, in accordance with the
International Air Transportation Fair Competitive Practices Act of 1974, as amended, (49 USC § 40118)
and the interpretative guidelines issued by the Comptroller General of the United States in the March 31,
1981, amendment to the Comptroller General Decision B 138942.
J. Activities Conducted Abroad. Subgrantee agrees to comply with the requirements that project activities
carried on outside the United States are coordinated as necessary with appropriate government authorities
and that appropriate licenses, permits, or approvals are obtained.
K. Acknowledgement of Federal Funding from DHS. Subgrantee agrees to 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 with Federal
funds.
L. Copyright (44 CFR Part 13.34). Subgrantee agrees to comply with requirements that publications or
other exercise of copyright for any work first produced under Federal financial assistance awards hereto
related unless the work includes any information that is otherwise controlled by the Government (e.g.,
classified information or other information subject to national security or export control laws or
regulations). For 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, Subgrantee grants the Government a royalty-free,
nonexclusive and irrevocable license to reproduce, display, distribute copies, perform, disseminate, or
prepare derivative works, and to authorize others to do so, for Government purposes in all such copyrighted
works. Subgrantee shall affix the applicable copyright notices of 17 USC § 401 or 402 and an
acknowledgement of Government sponsorship (including Subgrant number) to any work first produced
under an award.
M. Use ofDHS Seal, Logo and Flags. Subgrantee agrees to obtain DHS's approval prior to using the DHS
seales), logos, crests or reproductions of flags or likenesses ofDHS agency officials, including use of the
United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials.
N. Personally Identifiable Information (PU). Subgrantee, if it collects PII, is required to have a publically
available privacy policy that described what PH they collect, how they use it, whether they share it with
third parties and how individuals may have their PH corrected where appropriate.
o. No supplanting. Grant Funds under this Agreement shall not replace funds that have been
budgeted for the same purposes through non-Federal sources. Sub grantee may be required to
demonstrate and document that a reduction in non-Federal resources occurred for reasons other
than receipt or expected receipt of Federal funds.
16
P. Federal Debt Status. Subgrantee shall be non-delinquent in its repayment of any federal debt.
Examples of relevant debt include delinquent payroll and other taxes, audit disallowances, benefit
overpayments and any amounts due under Section 11.c of this Agreement.
17
EXHIBITC
Subagreement Insurance Requirements
GENERAL.
Subgrantee shall require in its first tier subagreements with entities that are not units oflocal
government as defined in ORS 190.003, if any, to: i) obtain insurance specified under TYPES
AND AMOUNTS and meeting the requirements under ADDITIONAL INSURED, "TAIL"
COVERAGE, NOTICE OF CANCELLATION OR CHANGE, and CERTIFICATES OF
INSURANCE before performance under the subagreement commences, and ii) maintain the
insurance in full force throughout the duration of the subagreement. The insurance must be
provided by insurance companies or entities that are authorized to transact the business of
insurance and issue coverage in the State of Oregon and that are acceptable to State. Subgrantee
shall not authorize work to begin under subagreements until the insurance is in full force.
Thereafter, Subgrantee shall monitor continued compliance with the insurance requirements on an
annual or more frequent basis. Subgrantee shall incorporate appropriate provisions in the
subagreement permitting it to enforce compliance with the insurance requirements and shall take
all reasonable steps to enforce such compliance. In no event shall Subgrantee permit work under a
subagreement when Subgrantee is aware that the contractor is not in compliance with the
insurance requirements. As used in this section, "first tier" means a subagreement in which
S ubgrantee is a Party.
TYPES AND AMOUNTS.
i. WORKERS COMPENSATION. Insurance in compliance with ORS 656.017, which requires all
employers that employ subject workers, as defined in ORS 656.027, to provide workers'
compensation coverage for those workers, unless they meet the requirement for an exemption
under ORS 656.126(2). Employers liability insurance with coverage limits of not less than
$500,000 must be included.
ii. COMMERCIAL GENERAL LIABILITY.
Commercial General Liability Insurance covering bodily injury, death, and property damage in a
form and with coverages that are satisfactory to State. This insurance shall include personal injury
liability, products and completed operations. Coverage shall be written on an occurrence form
basis, with not less than the following amounts as determined by OEM:
Bodily Injury, Death and Property Damage:
$4,000,000 per occurrence (for all claimants for claims arising out of a single accident or
occurrence).
iii. AUTOMOBILE Liability Insurance: Automobile Liability_
Automobile Liability Insurance covering all owned, non-owned and hired vehicles. This coverage
may be written in combination with the Commercial General Liability Insurance (with separate
18
limits for "Commercial General Liability" and "Automobile Liability"). Automobile Liability
Insurance must be in not less than the following amounts as determined by OEM:
Bodily Injury, Death and Property Damage:
$4,000,000 per occurrence (for all claimants for claims arising out of a single accident or
occurrence).
ADDITIONAL INSURED. The Commercial General Liability Insurance and Automobile
Liability insurance must include OEM, its officers, employees and agents as Additional Insureds
but only with respect to the contractor's activities to be performed under the Subcontract.
Coverage must be primary and non-contributory with any other insurance and self-insurance.
"TAIL" COVERAGE. If any ofthe required insurance policies is on a "claims made" basis, such
as professional liability insurance, the contractor shall maintain either "tail" coverage or
continuous "claims made" liability coverage, provided the effective date of the continuous "claims
made" coverage is on or before the effective date ofthe Subcontract, for a minimum of24 months
following the later of: (i) the contractor's completion and Subgrantee's acceptance of all Services
required under the Subcontract or, (ii) the expiration ofall warranty periods provided under the
Subcontract. Notwithstanding the foregoing 24-month requirement, ifthe contractor elects to
maintain "tail" coverage and ifthe maximum time period "tail" coverage reasonably available in
the marketplace is less than the 24-month period described above, then the contractor may request
and OEM may grant approval of the maximum "tail" coverage period reasonably available in the
marketplace. If OEM approval is granted, the contractor shall maintain "tail" coverage for the
maximum time period that "tail" coverage is reasonably available in the marketplace.
NOTICE OF CANCELLATION OR CHANGE. The contractor or its insurer must provide 30
days' written notice to Subgrantee before cancellation of, material change to, potential exhaustion
ofaggregate limits of, or non-renewal of the required insurance coverage(s).
CERTIFICATE(S) OF INSURANCE. Subgrantee shall obtain from the contractor a certificate(s)
of insurance for all required insurance before the contractor performs under the Subcontract. The
certificate(s) or an attached endorsement must specify: i) all entities and individuals who are
endorsed on the policy as Additional Insured and ii) for insurance on a "claims made" basis, the
extended reporting period applicable to "tail" or continuous "claims made" coverage.
19