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AG 15-050 I ( RETURN TO: RAY 6R0 S EXT: a 7 t a. 11 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: E' C'1 C/ 114 covci,9 e►Ni evcte 2. ORIGINATING STAFF PERSON: R G y EXT: a 7 id. 3. DATE REQ.BY: IJ/3, 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G,RFB,REP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATEDDOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACTAMENDMENT(AG#): ❑ INTERLOCAL OTHER 6 Itllf r 5. PROJECT NAME: EMeV9e149 MAWAyewierl' ,C✓'T-OVY114W e 6rOkl )® 6. NAME OF CONTRACTOR: WA' ,��ode 111 6+fGY'y /)ep1 ADDRESS: / TELEPHONE E-MAIL: FAX: SIGNATURE NAME: Rickard A, Wood ru 1 TITLE GPO 7. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR//CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: JAI e I a C/ 1 COMPLETION DATE: A-45NJ f ,V j 010 I.- 9. TOTAL COMPENSATION$ N/ [�.� c •L S (#142- 1' 4,o (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES F EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑ CITY ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED 4t PROJECT MANAGER to a i 14 DIRECTOR .t�gr. ❑ RISK MANAGEMENT OF APPLICABLE) ' LAW ( !42L(I►N 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS INITIAL/DATE SIGNED Y LAW DEPARTMENT t 1 l .o 14 Qr4,CHIEF OF STAFF ,�,tal,,, ii/,? 1v) ,r )4 SIGNATORY(MAYOR OR DIRECTOR) 12-1 ∎14 ❑ CITY CLERK ASSIGNED AG# AG# q�� ❑ SIGNED COPY RETURNED DATE SENT: 0_1 p COMMENTS: 11/9 Washington State Military Department .HOMELAND SECURITY GRANT AGREEMENT FACE SHEET 1. Sub-grantee Name and Address: 2. Grant Agreement Amount: 3. Grant Agreement Number. City of Federal Way 3325 8th Avenue South $42,220 E15-071 Federal Way,WA 98003-6325 4. Sub-grantee Contact,phone/email: 5. Grant Agreement Start Date: 6. Grant Agreement End Date: Ray Gross,253-835-2712 June 1, 2014 August 31,2015 ray.gross@cityoffederalway.com 7. Department Program Manager,phone/email: 8. Data Universal Numbering System 9. UBI#(state revenue): Kristin Ramos,(253)512-7083 (DUNS):612509901 601-223-538 kristin.ramos @mil.wa.gov 10. Funding Authority: Washington State Military Department(the"DEPARTMENT")and the U.S.Department of Homeland Security(DHS) 11. Funding Source Agreement#: 12. Program Index# & OBJ/SUB-OJ 13. CFDA#&Title: 14. TIN: EMW-2014-EP-00033-S01 743PT NZ 97.042 EMPG(14) 91-1462550 15. Service Districts: 16. Service Area by County(ies): 17. Women/Minority-Owned,State (BY LEGISLATIVE DISTRICT):30 Certified?: X N/A ❑ NO (BY CONGRESSIONAL DISTRICT):9 King ❑ YES,OMWBE# 18. Agreement Classification 19. Contract Type(check all that apply): ❑ Personal Services ❑ Client Services X Public/Local ❑ Contract X Grant X Agreement Gov't ❑ Intergovernmental (RCW 39.34) ❑ Interagency ❑ Collaborative Research ❑ A/E ❑ Other 20. Sub-Grantee Selection Process: 21. Sub-Grantee Type(check all that apply) X "To all who apply&qualify" ❑ Competitive Bidding ❑ Private Organization/Individual ❑ For-Profit ❑ Sole Source ❑ NE RCW ❑ N/A X Public Organization/Jurisdiction ❑ Non-Profit ❑ Filed w/OFM? ❑ Advertised? ❑YES ONO ❑ VENDOR X SUBRECIPIENT ❑ OTHER 22. PURPOSE: Provide U.S. Department of Homeland Security (DHS)/Federal Emergency Management Agency(FEMA) Emergency Management Performance Grant (EMPG) funds to local jurisdictions and tribes with emergency management programs to sustain and enhance those programs as described in the Work Plan. IN WITNESS WHEREOF, the Department and Sub-Grantee acknowledge and accept the terms of this Grant Agreement, including all referenced Exhibits and Attachments which are hereby incorporated in and made a part hereof,and have executed this Grant Agreement as of the date and year written below. This Grant Agreement Face Sheet; Special Terms& Conditions (Exhibit A); General Terms and Conditions (Exhibit B);Work Plan (Exhibit C); Milestone Timeline (Exhibit D); Budget (Exhibit E); and all other documents, exhibits and attachments expressly referenced and incorporated herein contain all the terms and conditions agreed upon by the parties and govern the rights and obligations of the parties to this Grant Agreement. No other understandings,oral or otherwise,regarding the subject matter of this Grant Agreement shall be deemed to exist or to bind any of the parties hereto. In the event of an inconsistency in this Grant Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: 1. Applicable Federal and State Statutes and Regulations 2. Work Plan 3. Special Terms and Conditions 4. General Terms and Conditions,and, 5. Other provisions of the grant agreement incorporated by reference. WHEREAS, he parties hereto have executed this Grant Agreement on the day and year last specified below. FOR T ,s EPA' MENT: F e- THE 'PLICANT: /2./W96,,i r Sign re Date �ignatur- rya- � /�'1igOSt° Date Richard A. Woodruff, Contracts Administrator / Brian Wil on, Chief of Staff ✓✓ Washington State Military Department r �,t,..— _. //AMA/ BOILERPLATE APPROVED AS TO FORM: APP VED AS TO FORM(if applicable): Brian E. Buchholz (signature on file) 8-27-2014 Assistant Attorney General NcA �� t 13XC(ArateP,,Qt 1,1110+lH Applicants Legal Review Date Form 10/27/00 kdb DHS-FEMA-EMPG-FFY 14 Page 1 of 33 City of Federal Way, E15-071 Exhibit A SPECIAL TERMS AND CONDITIONS ARTICLE I. KEY PERSONNEL The individuals listed below shall be considered key personnel for point of contact under this Grant Agreement. Any substitution of key personnel by either party shall be made by written notification to the current key personnel. SUB-GRANTEE MILITARY DEPARTMENT Name Ray Gross Name Gary Stumph Title Emergency Manager Title Program Coordinator E-Mail ray.gross @cityoffederalway.com E-Mail gary.stumph @mil.wa.gov Phone 253-835-2712 Phone 253-512-7483 Name Name Kristin Ramos Title Title Program Manager E-Mail E-Mail kristin.ramos @mil.wa.gov Phone Phone 253-512-7083 Name Name Title Title E-Mail E-Mail Phone Phone ARTICLE II. ADMINISTRATIVE, FINANCIAL, AND PROGRAMMATIC REQUIREMENTS The Sub-grantee shall comply with all applicable state and federal laws, rules, regulations, requirements and program guidance identified or referenced in this Agreement and the informational documents published by FEMA applicable to the FY 2014 EMPG Program, including, but not limited to, all criteria, restrictions and requirements of the "Department of Homeland Security Funding Opportunity Announcement FY 2014 Emergency Management Performance Grant" document published by FEMA, the DHS Award Announcement Letter for Grant No. EMW-2014-00033, and the federal regulations commonly applicable to DHS/FEMA grants, which are incorporated herein by reference. The Sub-grantee acknowledges that since this Agreement involves federal funding, the period of performance described herein will likely begin prior to the availability of appropriated federal funds. The Sub-grantee agrees that it will not hold the Department, the State of Washington, or the United States liable for any damages, claim for reimbursement, or any type of payment whatsoever for services performed under this Agreement prior to distribution of appropriated federal funds. The Sub-grantee agrees that it will not hold the Department, the State of Washington, or the United States liable for any damages, claim for reimbursement or any type of payment if federal funds are not appropriated or in a particular amount. A. STATE AND FEDERAL REQUIREMENTS FOR DHS/FEMA PREPAREDNESS GRANTS: The following requirements, which must be met prior to reimbursement, apply to all DHS/FEMA Preparedness Grants administered by the Department. 1. REIMBURSEMENT & BUDGET REQUIREMENTS a. This is a fixed price, reimbursement Grant Agreement. Within the total Agreement amount, travel, sub-contracts, salaries and wages, benefits, printing, equipment, and other goods and services or other budget categories will be reimbursed on an actual cost basis unless otherwise provided in this Agreement. DHS-FEMA-EMPG-FFY 14 Page 2 of 33 City of Federal Way, E15-071 b. Any travel or subsistence reimbursement allowed under the Agreement shall be paid in accordance with rates set pursuant to RCW 43.03.050 and RCW 43.03.060 as now existing or amended, but shall not exceed federal maximum rates set forth at http://www.gsa.gov without prior written approval by Department key personnel. c. Receipts and/or backup documentation for any approved budget line items that are authorized under this Agreement must be maintained by the Sub-grantee and be made available upon request by the Department, and local, state, or federal auditors. d. The Sub-grantee will submit reimbursement requests to the Department by submitting a properly completed State A-19 Invoice Form and Reimbursement Spreadsheet (in the format provided by the Department) detailing the expenditures for which reimbursement is sought. Reimbursement requests must be submitted to HLS.Reimbursements @mil.wa.gov no later than the due dates listed within the Milestone Timeline (Exhibit D), but not more frequently than monthly. e. Any request for extension of a due date will be treated as a request for Amendment of the Agreement and must be submitted to the Department's Key Personnel sufficiently in advance of the due date to provide adequate time for Department review and consideration, and can be granted or denied within the Department's sole discretion. f. All work under this Agreement must end on or before the Agreement End Date, and the final reimbursement request must be submitted to the Department within 45 days after the Agreement End Date, except as otherwise authorized by written amendment of the Agreement unless written approval is issued from the Department as permitted by amendment. g. The maximum amount of all reimbursement requests permitted to be submitted under this Agreement, including the final reimbursement request, is limited to and shall not exceed the total Agreement Amount. h. No equipment or supply costs will be reimbursed until the related equipment/supplies have been received by the Sub-grantee and invoiced by the vendor. Requests for reimbursement of equipment purchases must include a copy of the vendor's invoice and packing slip or a statement signed and dated by the Sub-grantee's authorized representative that states "all items invoiced have been received in good working order, are operational, and have been inventoried according to contract and local procurement requirements". j. Failure to timely submit complete reports and reimbursement requests as required by this Agreement (including but not limited to those reports in the Milestone Timeline) will prohibit the Sub-grantee from being reimbursed until such complete reports and reimbursement requests are submitted and the Department has had reasonable time to conduct its review. k. Final reimbursement requests will not be approved for payment if the Sub-grantee is not current with all reporting requirements contained in this Agreement. DHS-FEMA-EMPG-FFY 14 Page 3 of 33 City of Federal Way, E15-071 Cumulative changes to budget categories in excess of 10% of the Agreement amount will not be reimbursed without prior written authorization from the Department. In no case shall the total budget amount exceed the Agreement amount. Budget categories are as specified or defined on the Budget Sheet Exhibit E of the Agreement. Any changes to budget categories other than in compliance with this paragraph will not be reimbursed. m. The Sub-grantee is to ensure that Federal funds received under this Agreement do not replace (supplant) funds that have been budgeted for the same purpose through non-Federal sources. The EMPG Program prohibits supplanting, and the Sub-grantee may be required to demonstrate and document that a reduction in non-Federal resources occurred for reasons other than the receipt or expected receipt of Federal funds. 2. REPORTING REQUIREMENTS a. The Sub-grantee shall submit with each reimbursement request a report describing completed Work Plan activities for which reimbursement is sought in the format provided by the Department. b. In conjunction with the next annual grant cycle application process, the Sub-grantee shall submit to the Department's Key Personnel a final report describing all completed activities under this Agreement and new activities for which grant funding will be sought in the upcoming grant cycle's Work Plan. If a Sub-grantee will not be applying for grant funding during the next annual grant cycle application process, the Sub-grantee will submit a final report with its final reimbursement request to the Department detailing progress on all activities listed in the Work Plan. c. In conjunction with the final report, the Sub-grantee shall submit a separate report detailing how the EMPG Exercise and Training requirements were met for all personnel funded in any part through any source of funding under this Agreement. d. The Sub-grantee shall also comply with the Federal Funding Accountability and Transparency Act (FFATA) and related OMB Guidance consistent with Public Law 109-282 as amended by section 6202(a) of Public Law 110-252 (see 31 U.S.C. 6101 note) and complete and return to the Department Attachment #1 attached to and made a part of this Agreement. e. The Sub-grantee shall participate in the State's annual capabilities assessment for the State Preparedness Report. 3. EQUIPMENT MANAGEMENT All equipment purchased under this Agreement, by the Sub-grantee or a contractor, will be recorded and maintained in the Sub-grantee's equipment inventory system. a. Allowable equipment categories for the FY 2014 EMPG Program are listed on the web-based version of the Authorized Equipment List (AEL) located at the DHS Lessons Learned Information Sharing Responder Knowledge Base Home Page sponsored by FEMA at http://www.11is.dhs.gov/knowledgebase. Reimbursement will only be provided for purchases of the following equipment: (1) equipment identified on the AEL as applicable to the EMPG program for which the DHS-FEMA-EMPG-FFY 14 Page 4 of 33 City of Federal Way, E15-071 Sub-grantee has received written approval from the Department Key Personnel prior to purchase and, (2) equipment not identified on the AEL as allowable under the EMPG Program for which the Sub-grantee has received written approval from FEMA through the Department Key Personnel prior to purchase. Sub-grantees must contact the Department Key Personnel for assistance in seeking FEMA approval for purchase of equipment not on the AEL. Unless expressly provided otherwise, all equipment must meet all mandatory regulatory and/or FEMA adopted standards to be eligible for purchase using EMPG Program funds. No reimbursement will be provided unless the appropriate prior written approval has been provided. b. Upon successful completion of the terms of this Agreement, all equipment purchased through this Agreement will be owned by the Sub-grantee, or a recognized sub-recipient for which a contract, sub-Grant Agreement, or other means of legal transfer of ownership is in place. c. The Sub-grantee, or a recognized sub-recipient/sub-contractor, shall be responsible for any and all operational and maintenance expenses and for the safe operation of their equipment including all questions of liability. The Sub-grantee shall develop appropriate maintenance schedules and procedures to ensure the equipment is well maintained and kept in good operating condition. d. The Sub-grantee shall maintain equipment records that include: a description of the property; the manufacturer's serial number, model number, or other identification number; the source of the equipment, including the Catalogue of Federal Domestic Assistance (CFDA) number; who holds the title; the acquisition date; the cost of the equipment and the percentage of Federal participation in the cost; the location, use and condition of the equipment at the date the information was reported; and disposition data including the date of disposal and sale price of the property. e. Records for equipment shall be retained by the Sub-grantee for a period of six years from the date of the disposition, replacement, or transfer. If any litigation, claim, or audit is started before the expiration of the six year period, the records shall be retained by the Sub-grantee until all litigation, claims, or audit findings involving the records have been resolved. f. The Sub-grantee shall take a physical inventory of the equipment and reconcile the results with the property records at least once every two years. Any differences between quantities determined by the physical inspection and those shown in the records shall be investigated by the Sub-grantee to determine the cause of the difference. The Sub-grantee shall, in connection with the inventory, verify the existence, current utilization, and continued need for the equipment. g. The Sub-grantee shall develop a control system to ensure adequate safeguards to prevent loss, damage, and theft of the property. Any loss, damage, or theft shall be investigated and a report generated and sent to the Department. h. If the Sub-grantee is authorized or required to sell the property, proper sales p rocedures must be established and followed to ensure the highest possible return. DHS-FEMA-EMPG-FFY 14 Page 5 of 33 City of Federal Way, E15-071 When original or replacement equipment is no longer needed for the original project or program or for other activities currently or previously supported by a Federal agency, disposition of the equipment will be made as follows: i. Items of equipment with a current per-unit fair market value of less than $5,000 may be retained, sold or otherwise disposed of by the Sub-grantee with no further obligation to the awarding agency. ii. Items of equipment with a current per-unit fair market value of more than $5,000 may be retained or sold and the Sub-grantee shall compensate the Federal-sponsoring agency for its share. j. As a recipient of federal funds, the Sub-grantee must pass on equipment management requirements that meet or exceed the requirements outlined above for all sub-contractors, consultants, and sub-recipients who receive pass-through funding from this Agreement. k. The Sub-grantee must obtain and maintain all necessary certifications and licenses for the equipment. Sub-grantees are solely responsible for ensuring equipment eligibility. 4. ENVIRONMENTAL AND HISTORICAL PRESERVATION The Sub-grantee shall ensure full compliance with FEMA's Environmental Planning and Historic Preservation (EHP) Program. a. Sub-grantees proposing projects that have the potential to impact the environment, including but not limited to construction of communication towers, modification or renovation of existing buildings, structures and facilities, or new construction including replacement of facilities, must participate in the FEMA EHP review process. b. The EHP review process involves the submission of a detailed project description that explains the goals and objectives of the proposed project along with supporting documentation so FEMA may determine whether the proposed project has the potential to impact environmental resources and/or historic properties. c. The Sub-grantee agrees that to receive any federal preparedness funding, all EHP compliance requirements outlined in applicable guidance must be met. The EHP review process must be completed before funds are released to carry out the proposed project. 5. PROCUREMENT The Sub-grantee shall comply with all procurement requirements of 44 CFR Part Terms and Conditions, Procurement and as specified in the General s , Exhibit B, A.28. All sole source contracts expected to exceed $100,000 must be submitted to the Department for review and approval prior to the Sub-grantee's award and execution of a contract. This requirement must be passed on to all of the Sub-grantee's sub-contractors, at which point the Sub-grantee will be responsible for reviewing and approving their sub-contractors' sole source justifications. 6. SUB-GRANTEE MONITORING a. The Department will monitor the activities of the Sub-grantee from award to closeout. The goal of the Department's monitoring activities will be to ensure that agencies receiving federal pass-through funds are in compliance with this Agreement, federal and state audit requirements, federal grant guidance, and applicable federal and state financial DHS-FEMA-EMPG-FFY 14 Page 6 of 33 City of Federal Way, E15-071 regulations, as well as OMB Circular A-133, Audits of States, Local Governments and Non-Profit Organizations. b. To document compliance with OMB Circular A-133 requirements, the Sub-grantee shall complete and return to the Department Attachment #2 "OMB Circular A-133 Audit Certification Form" with the signed Agreement and each fiscal year thereafter until the Agreement is closed, upon which the completed form is incorporated in and made a part of this Agreement. c. Monitoring activities may include, but are not limited to: i. review of performance reports; ii. monitoring and documenting the completion of Agreement deliverables; iii. documentation of phone calls, meetings, e-mails and correspondence; iv. review of reimbursement requests and supporting documentation to ensure allowability and consistency with Agreement work plan, budget and federal requirements; v. observation and documentation of Agreement related activities, such as exercises, training, funded events and equipment demonstrations; vi. on-site visits to review equipment records and inventories, to verify source documentation for reimbursement requests and performance reports, and to verify completion of deliverables. d. The Sub-grantee is required to meet or exceed the monitoring activities, as outlined above, for all sub-contractors, consultants, and sub-recipients who receive pass-through funding from this Agreement. 7. NIMS COMPLIANCE a. The National Incident Management System (NIMS) identifies concepts and principles th at answer wer how to manage emergencies encies from preparedness to recovery regardless of their cause, size, location, or complexity. NIMS provides a consistent, nationwide approach and vocabulary for multiple agencies or jurisdictions to work together to build, sustain and deliver the core capabilities needed to achieve a secure and resilient nation. b. Consistent implementation of NIMS provides a solid foundation across jurisdictions and disciplines to ensure effective and integrated preparedness, planning, and response. NIMS empowers the components of the National Preparedness System, a requirement of Presidential Policy Directive (PPD)-8, to guide activities within the public and private sector and describes the planning, organizing, equipping, training and exercising needed to build and sustain the core capabilities in support of the National Preparedness Goal. c. The Sub-grantee agrees that in order to receive Federal Fiscal Year 2014 (FFY14) federal preparedness funding, to include EMPG, NIMS compliance requirements for 2014 must be met. B. EMPG PROGRAM SPECIFIC REQUIREMENTS 1. The Department receives EMPG Program funding from the DHS/FEMA, which is provided to assist state, local and tribal governments enhance and sustain all- hazards emergency management capabilities as authorized by Robert T. Stafford Disaster Relief and Emergency Assistance Act, as amended (42 U.S.C. §§ 5121 et seq.) and Section 662 of the Post Katrina Emergency Management Act (6 U.S.C. § 762). 2. The Sub-grantee shall comply with all applicable federal laws, regulations and guidance referenced in the "Department of Homeland Security Funding DHS-FEMA-EMPG-FFY 14 Page 7 of 33 City of Federal Way, E15-071 Opportunity Announcement FY 2014 Emergency Management Performance Grant" document published by FEMA, which can be found at http://www.fema.gov/preparedness-non-disaster-grants and are hereby incorporated in and made a part of this Agreement. 3. A portion of the FFY14 EMPG grant was identified by the state to be passed through to local jurisdictions and tribes with emergency management programs to supplement their local/tribal operating budgets to help sustain and enhance emergency management capabilities under WAC 118-09. 4. The Sub-grantee shall use the EMPG funds authorized under this Agreement only to perform tasks as described in the Work Plan of the Sub-grantee's application for funding, as approved by the Department and incorporated into this Agreement. Funding may not be used to replace or supplant existing local or tribal government funding of emergency management programs. 5. The Sub-grantee shall provide a fifty percent match of $42,220 of non-federal origin. To meet matching requirements, the Sub-grantee cash matching contributions must be reasonable, allowable, allocable, and necessary under the grant program and must comply with all Federal requirements and regulations, including but not limited to 2 CFR Part 225, 2 CFR Part 215.23, and 44 CFR Part 13.24. An appropriate mechanism must be in place to capture, track, and document match. 6. Exercises that are implemented with EMPG Program funds under this Agreement must meet the requirements of the FFY14 EMPG Program. All personnel funded in any part through any source of funding under this Agreement shall participate in no less than three exercises in a 12-month period. 7. All personnel funded in any part through any source of funding under this Agreement shall complete the following training requirements and record proof of completion: NIMS Training IS 100, IS 200, IS 700, and IS 800 and the FEMA Professional Development Series IS 120, IS 230, IS 235, IS 240, IS 241, IS 242, and IS 244. C. DHS FFY14 EMPG TERMS AND CONDITIONS As a recipient of EMPG Program funding, the Sub-grantee shall comply with all applicable DHS terms and conditions of the FFY14 EMPG Award Letter documents for DHS Grant No. EMW-2014-EP-00033, which are incorporated herein by reference, including but not limited to the following: 1. Administrative Requirements — The administrative requirements that apply to DHS award recipients originate from two sources: a. Office of Management and Budget (OMB) Circular A-102, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments (also known as the "A-102 Common Rule"). These A-102 requirements are also located within DHS regulations at Title 44, Code of Federal Regulations (CFR) Part 13. b. OMB Circular A-110, Uniform Administrative Requirements for Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non- Profit Organizations, relocated to 2 CFR Part 215. 2. Cost Principles— The cost principles that apply to DHS award recipients originate from one of the following sources: a. OMB Circular A-21, Cost Principles for Educational Institutions, relocated to 2 CFR Part 220. b. OMB Circular A-87, Cost Principles for State, Local, and Indian Tribal Governments, relocated to 2 CFR Part 225. DHS-FEMA-EMPG-FFY 14 Page 8 of 33 City of Federal Way, E15-071 c. OMB Circular A-122, Cost Principles for Non-Profit Organizations, relocated to 2 CFR Part 230. 3. Audit Requirements – The audit requirements for State, Local and Tribal recipients of DHS awards originate from OMB Circular A-133, Audits of States, Local Governments and Non-Profit Organizations. 4. Acknowledgement of Federal Funding from DHS -- The Sub-grantee must acknowledge its use of 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. 5. Activities Conducted Abroad-- The Sub-grantee must ensure 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. 6. Age Discrimination Act of 1975 (42 U.S.C. § 6101 et seq.) – The Sub-grantee must comply with the Act, which prohibits discrimination on the basis of age in any program or activity receiving Federal financial assistance. 7. Americans with Disabilities Act of 1990 (42 U.S.C. §§ 12101-12213) – The Sub- grantee must comply with the requirements of Titles I, II, and Ill of the Act, which prohibits recipients from discriminating on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities. 8. Best Practices for Collection and Use of Personally Identifiable Information (PII)– If a Sub-grantee collects PII, it is required to have a publically-available privacy policy that describes what PII they collect, how they use the PII, whether they share PII with third parties, and how individuals may have their PII corrected where appropriate. The DHS Privacy Impact Assessments is available as a resource on this requirement at: http://www.dhs.gov/xlibrary/assets/privacy/privacy_pia_guidancejune2010.pdf and http://www.dhs.gov/xlibrary/assets/privacy/privacy_pia_template.pdf, respectively. 9. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq.), codified at 6 CFR Part 21 and 44 CFR Part 7 – The Sub-grantee must comply with the requirements of the Act, which provides that no person in the United States will, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. 10. Civil Rights Act of 1968 – The Sub-grantee must comply with the Act, which prohibits recipients from discriminating in the sale, rental, financing, and advertising of dwellings, or in the provision of services in connection therewith, on the basis of race, color, national origin, religion, disability, familial status, and sex (42 U.S.C. § 3601 et seq.), as implemented by the Department of Housing and Urban Development at 24 CFR Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units—i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground-floor units in buildings without elevators)—be designed and constructed with certain accessible features (see 24 CFR § 100.201). 11. Copyright – The Sub-grantee must affix the applicable copyright notices of 17 U.S.C. § 401 or 402 and an acknowledgement of Government sponsorship (including award number) to any work first produced under Federal financial assistance awards, unless the work includes any information that is otherwise DHS-FEMA-EMPG-FFY 14 Page 9 of 33 City of Federal Way, E15-071 controlled by the Government (e.g., classified information or other information subject to national security or export control laws or regulations). - comply 12. Debarment and Suspension —The Sub-grantee must co p y with Executive Orders 12549 and 12689, which provide protection against waste, fraud and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the Federal government. 13. Drug-Free Workplace Regulations — The Sub-grantee must comply with the Drug-Free Workplace Act of 1988(412 U.S.C. § 701 et seq.), which requires that all organizations receiving grants from any Federal agency agree to maintain a drug-free workplace. These regulations are codified at 2 CFR 3001. 14. Duplication of Benefits — The Sub-grantee must comply with 2 CFR Part 225, Appendix A, paragraph (C)(3)(c), which provides that any cost allocable to a particular Federal award or cost objective under the principles provided for in this authority may not be charged to other Federal awards to overcome fund deficiencies. 15. False Claims Act and Program Fraud Civil Remedies — The Sub-grantee must comply with the requirements of 31 U.S.C. § 3729 which set forth that no recipient of federal payments shall submit a false claim for payment. See also 38 U.S.C. § 3801-3812 which details the administrative remedies for false claims and statements made. 16. Federal Debt Status — The Sub-grantee is required to be non-delinquent in their repayment of any Federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowances, and benefit overpayments. See OMB Circular A-129 and form SF-424B, item number 17 for additional information and guidance. 17. Fly America Act of 1974 — The Sub-grantee must comply with Preference for U.S. Flag Air Carriers: (air carriers holding certificates under 49 U.S.C. § 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 (49 U.S.C. § 40118) and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B138942. 18. Hotel and Motel Fire Safety Act of 1990— In accordance with Section 6 of the Act (15 U.S.C. § 2225(a)), the Sub-grantee must ensure that all conference, meeting, convention, or training space funded in whole or in part with Federal funds complies with the fire prevention and control guidelines of the Federal Fire Prevention and Control Act of 1974, 15 U.S.C. §2225. 19. Limited English Proficiency (Civil Rights Act of 1964, Title VI) — The Sub- grantee must comply with the Act's prohibition against discrimination on the basis of national origin, which requires that recipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP) to their programs and services. Providing meaningful access for persons with LEP may entail providing language assistance services, including oral interpretation and written translation. In order to facilitate compliance with Title VI, recipients are encouraged to consider the need for language services for LEP persons served or encountered in developing program budgets. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency (August 11, 2000), requires federal agencies to issue guidance to recipients, assisting such organizations and entities in understanding their language access obligations. DHS published the required recipient guidance DHS-FEMA-EMPG-FFY 14 Page 10 of 33 City of Federal Way, E15-071 in April 2011, DHS Guidance to Federal Financial Assistance Recipients Regarding Title VI Prohibition Against National Origin Discrimination Affecting Limited English Proficient Persons, 76 Fed. Reg. 21755-21768, (April 18, 2011). The Guidance provides helpful information such as how a recipient can determine the extent of its obligation to provide language services; selecting language services; and elements of an effective plan on language assistance for LEP persons. For additional assistance and information regarding language access obligations, please refer to the DHS Recipient Guidance http://www.dhs.gov/guidance-published-help-department- supported-organizations-provide-meaningful-access-people-limited and additional resources on http://www.lep.gov. 20. Lobbying Prohibitions — The Sub-grantee must comply with 31 U.S.C. § 1352, which provides that none of the funds provided under an award may be expended by the recipient to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any Federal action concerning the award or renewal. 21. Non-supplanting Requirement — The Sub-grantee must ensure that Federal funds do not replace (supplant) funds that have been budgeted for the same purpose through non-Federal sources. Where federal statues for a particular program prohibits supplanting, applicants or recipients may be required to demonstrate and document that a reduction in non-Federal resources occurred for reasons other than the receipt or expected receipt of Federal funds. 22. SAFECOM — If the Sub-grantee is awarded funds to provide emergency communication equipment and related activities, the Sub-grantee must comply with the SAFECOM Guidance for Emergency Communication Grants, including provisions on technical standards that ensure and enhance interoperable communications (http://www.safecomprogram.gov/ecg/2014.safecom_guidance_final.pdf). 23. Title IX of the Education Amendments of 1975 (Equal Opportunity in Education Act) — The Sub-grantee must comply with the requirements of Title IX of the Education Amendments of 1972 (20 U.S.C. § 1681 et seq.), which provides that no person in the United States will, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any educational program or activity receiving Federal financial assistance. These regulations are codified at 6 CFR Part 17 and 44 CFR Part 19. 24. Trafficking Victims Protection Act of 2000 — The Sub-grantee must comply with the requirements of the government-wide award term which implements Section 106(g) of the Trafficking Victims Protection Act (TVPA) of 2000, as amended (22 U.S.C. § 7104), located at 2 CFR Part 175. This is implemented in accordance with OMB Interim Final Guidance, Federal Register, Volume 72, No. 218, November 13, 2007. In accordance with the statutory requirement, the Agreement shall be terminated, without penalty, if the Sub-grantee: a. Engages in severe forms of trafficking in persons during the period of time that the award is in effect; b. Procures a commercial sex act during the period of time that the award is in effect; or c. Uses forced labor in the performance of the award or subawards under the award. DHS-FEMA-EMPG-FFY 14 Page 11 of 33 City of Federal Way, E15-071 25. Rehabilitation Act of 1973—The Sub-grantee must comply with the requirements of Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. § 794, as amended, which provides that no otherwise qualified handicapped individual in the United States will, solely by reason of the handicap, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. These requirements pertain to the provision of benefits or services as well as to employment. 26. USA Patriot Act of 2001 — The Sub-grantee must comply with the requirements of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act), which amends 18 U.S.C. §§ 175-175c. Among other things, the USA PATRIOT Act prescribes criminal penalties for possession of any biological agent, toxin, or delivery system of a type or in a quantity that is not reasonably justified by a prophylactic, protective, bona fide research, or other peaceful purpose. 27. Use of DHS Seal, Logo, and Flags — The Sub-grantee must obtain DHS's approval prior to using the DHS seal(s), logos, crests or reproductions of flags or likenesses of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials. 28. DHS Specific Acknowledgements and Assurances — The Sub-grantee acknowledges and agrees, and will require any sub-recipients, contractors, successors, transferees, and assignees to acknowledge and agree to comply with applicable provisions governing DHS access to records, accounts, documents, information, facilities, and staff: a. Cooperate with any compliance review or complaint investigation conducted by DHS. b. Give DHS access to and the right to examine and copy records, accounts, and other documents and sources of information related to the i to facilities, personnel, and other individuals and grant and permit access , 9 P P information as may be necessary, as required by DHS regulations and other applicable laws or program guidance c. Submit timely, complete, and accurate reports to the appropriate DHS officials and maintain appropriate back-up documentation to support the reports. d. Comply with all other special reporting, data collection, and evaluation requirements, as prescribed by law or detailed program guidance. e. If, during the past three years, the Sub-grantee has been accused of discrimination on the grounds of race, color, national origin (including limited English proficiency), sex, age, disability, religion, or familial status, provide a list of all such proceedings, pending or completed, including outcome and copies of settlement agreements to the DHS awarding office and the DHS Office of Civil Rights and Civil Liberties. f. 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 the Sub-grantee, or the Sub-grantee settles a case or matter alleging such discrimination, the Sub-grantee must forward a copy of the complaint and findings to the DHS Component and/or awarding office. The United States has the right to seek judicial enforcement of these obligations. 9 judicial 9 DH -FEMA-EMPG-FFY 14 Page 12 of 33 City of Federal Way, E15-071 S g Y Exhibit B Washington State Military Department GENERAL TERMS AND CONDITIONS Department of Homeland Security (DHS)I Federal Emergency Management Agency (FEMA) Grants A.1 DEFINITIONS As used throughout this Grant Agreement, the following terms will have the meaning set forth below: a. "Department" means the Washington State Military Department, as a state agency, any division, section, office, unit or other entity of the Department, or any of the officers or other officials lawfully representing that Department. b. "Sub-grantee" means the government or other eligible legal entity to which a sub- grant is awarded and which is accountable to the Grantee for the use of the funds provided under this Grant Agreement, and includes all employees of the Sub-grantee and any sub-contractor retained by the Sub-grantee as permitted under the terms of this Grant Agreement. The term "Sub-grantee" and "Contractor" may be used interchangeably in this Agreement. c. "Sub-grantee Agent" means the official representative and alternate designated or appointed by the Sub-grantee in writing and authorized to make decisions on behalf of the Sub-grantee. d. "Grantee" means the government to which a grant is awarded and which is accountable for the use of the funds provided. The Grantee is an entire legal entity even if only a particular component of the entity is designated in the grant award document. For the purpose of this Grant Agreement, the state of Washington is the Grantee. The Grantee and the DEPARTMENT are one and the same. e. "Monitoring Activities" means all administrative, financial, or other review activities that are conducted to ensure compliance with all state and federal laws, rules, authorities and policies. f. "Investment Justification" means grant application investment justification submitted by the sub-grantee describing the project for which federal funding is sought and provided under this Grant Agreement. Such grant application investment justification is hereby incorporated into this Grant Agreement by reference. g. "PL" —is defined and used herein to mean the Public Law. h. "CFR" — is defined and used herein to mean the Code of Federal Regulations. i. "OMB" — is defined and used herein to mean the Office of Management and Budget. j. "WAC"— is defined and used herein to mean the Washington Administrative Code. k. "RCW"— is defined and used herein to mean the Revised Code of Washington. A.2 SINGLE AUDIT ACT REQUIREMENTS (including all AMENDMENTS) Non-federal entities, as subrecipients of a federal award, that expend $500,000 or more in one fiscal year of federal funds from all sources, direct and indirect, are required to have a single or a program-specific audit conducted in accordance with the Office of Management and Budget (OMB) Circular A-133-Audits of States, Local Governments, and Non-Profit Organizations (amended June 27, 2003, effective for fiscal years ending after December 31, 2003, and further amended June 26, 2007). Non-federal entities that spend less than $500,000 a year in federal awards are exempt from federal audit requirements for that year, except as noted in Circular A-133. As defined in Circular A- 133, the term "non-federal entity" means a State, local government, or non-profit organization, and the term "State" includes Indian tribes. Circular A-133 is available on the OMB Home Page at http://www.omb.gov. SUB-GRANTEES that qualify as subrecipients required to have an audit must ensure the audit is performed in accordance with Generally Accepted Government Auditing Standards (GAGAS) as found in the Government Auditing Standards (the Revised DHS-FEMA-EMPG-FFY 14 Page 13 of 33 City of Federal Way, E15-071 Yellow Book) developed by the Comptroller General and the OMB Compliance Supplement. The SUB-GRANTEE has the responsibility of notifying its auditor and requesting an audit in compliance with Circular A-133, to include the Washington State Auditor's Office, a federal auditor, or a public accountant performing work using GAGAS, as appropriate. Costs of the audit may be an allowable grant expenditure as authorized by Circular A-133. The SUB-GRANTEE shall maintain auditable records and accounts so as to facilitate the audit requirement and shall ensure that any sub-contractors also maintain auditable records. The SUB GRANTEE is responsible any incurred b onsible for an audit exceptions by its own organization or that of its sub-contractors. Responses to any unresolved management findings and disallowed or questioned costs shall be included with the audit report. The SUB-GRANTEE must respond to Department requests for information or corrective action concerning audit issues or findings within 30 days of the date of request. The DEPARTMENT reserves the right to recover from the SUB-GRANTEE all disallowed costs resulting from the audit. Once the single audit has been completed, the SUB-GRANTEE must send a full copy of the audit to the DEPARTMENT and a letter stating there were no findings, or if there were findings, the letter should provide a list of the findings. The SUB-GRANTEE must send the audit and the letter no later than nine (9) months after the end of the SUB- GRANTEE's fiscal year(s) to: Contracts Office Washington Military Department Finance Division, Building #1 TA-20 Camp Murray, WA 98430-5032 In addition to sending a copy of the audit, the SUB-GRANTEE must include a corrective action plan for any audit findings and a copy of the management letter if one was received. If SUB-GRANTEE claims it is exempt from the audit requirements of Circular A-133, SUB-GRANTEE must send a letter identifying this Grant Agreement and explaining the criteria for exemption no later than nine (9) months after the end of the SUB-GRANTEE fiscal year(s) to: Contracts Office Washington Military Department Finance Division, Building #1 TA-20 Camp Murray, WA 98430-5032 The DEPARTMENT retains the sole discretion to determine whether a valid claim for an exemption from the audit requirements of this provision has been established. The SUB-GRANTEE shall include the above audit requirements in any sub-contracts. Conducting a single or program-specific audit in compliance with Circular A-133 is a material requirement of this Grant Agreement. In the absence of a valid claim of exemption from the audit requirements of Circular A-133, the SUB-GRANTEES failure to comply with said audit requirements may result in one or more of the following actions in the Department's sole discretion: a percentage of federal awards being withheld until the audit is completed in accordance with Circular A-133; the withholding or disallowing of overhead costs; the suspension of federal awards until the audit is conducted and submitted; or termination of the federal award. DHS-FEMA-EMPG-FFY 14 Page 14 of 33 City of Federal Way, E15-071 A.3 ADVANCE PAYMENTS PROHIBITED The Department shall make no payments in advance or in anticipation of goods or services to be provided under this Agreement. SUB-GRANTEE shall not invoice the Department in advance of delivery and invoicing of such goods or services. A.4 AMENDMENTS AND MODIFICATIONS The SUB-GRANTEE or the DEPARTMENT may request, in writing, an amendment or modification of this Grant Agreement. However, such amendment or modification shall not be binding, take effect or be incorporated herein until made in writing and signed by the authorized representatives of the DEPARTMENT and the SUB-GRANTEE. No other understandings or agreements, written or oral, shall be binding on the parties. A.5 AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, 42 U.S.C. 12101 ET SEQ. AND ITS IMPLEMENTING REGULATIONS ALSO REFERRED TO AS THE "ADA" 28 CFR Part 35. The SUB-GRANTEE must comply with the ADA, which provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunication. A.6 ASSURANCES DEPARTMENT and SUB-GRANTEE agree that all activity pursuant to this Grant Agreement will be in accordance with all the applicable current federal, state and local laws, rules and regulations. A.7 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, OR INELIGIBILITY As federal funds are a basis for this Grant Agreement, the SUB-GRANTEE certifies that the SUB-GRANTEE is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this Grant Agreement by any federal department or agency. If requested by the DEPARTMENT, the SUB-GRANTEE shall complete and sign a Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion form. Any such form completed by the SUB-GRANTEE for this Grant Agreement shall be incorporated into this Grant Agreement by reference. Further, the SUB-GRANTEE agrees to comply with all applicable federal regulations concerning the federal debarment and suspension system, including 2 CFR Part 180. The SUB-GRANTEE certifies that it will ensure that potential sub-contractors or sub- recipients or any of their principals are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in "covered transactions" by any federal department or agency. "Covered transactions" include procurement contracts for goods or services awarded under a non-procurement transaction (e.g. grant or cooperative agreement) that are expected to equal or exceed $25,000, and sub-awards to sub-recipients for any amount. With respect to covered transactions, the SUB-GRANTEE may comply with this provision by obtaining a certification statement from the potential sub-contractor or sub-recipient or by checking the System for Award Management (http://www.sam.qov) maintained by the federal government. The SUB-GRANTEE also agrees not to enter into any arrangements or contracts with any party on the Washington State Department of Labor and Industries' "Debarred Contractor List" (http://www.lni.wa.gov/TradesLicensinq/PrevWaqe/Awardinq Agencies/DebarredContractors/). The SUB-GRANTEE also agrees not to enter into any agreements or contracts for the purchase of goods and services with any party on the Department of Enterprise Services' Debarred Vendor List (http://www.des.wa.qov/services/ContractingPurchasinq/Business/PagesNendor- Debarment.aspx). DHS-FEMA-EMPG-FFY 14 Page 15 of 33 City of Federal Way, E15-071 A.8 CERTIFICATION REGARDING RESTRICTIONS ON LOBBYING As required by 10 CFR Part 601, the Sub-grantee hereby certifies that to the best of its knowledge and belief: (1) no federally appropriated funds have been paid or will be paid by or on behalf of the Sub-grantee to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement; (2) that if any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Grant Agreement, grant, loan, or cooperative agreement, the Sub-grantee will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; (3) and that, as applicable, the Sub-grantee will require that the language of this certification be included in the award documents for all subawards at all tiers (including sub-contracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into, and is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. A.9 CONFLICT OF INTEREST No officer or employee of the DEPARTMENT; no member, officer, or employee of the SUB-GRANTEE or its designees or agents; no member of the governing body of the jurisdiction in which the project is undertaken or located; and no other official of such the SUB-GRANTEE who exercises any functions or responsibilities with respect to the project during his or her tenure, shall have any personal or pecuniary gain or interest, direct or indirect, in any contract, subcontract, or the proceeds thereof, for work to be performed in connection with the project assisted under this Grant Agreement. The SUB-GRANTEE shall incorporate, or cause to incorporate, in all such contracts or subcontracts, a provision prohibiting such interest pursuant to this provision. A.10 COMPLIANCE WITH APPLICABLE STATUTES, RULES AND DEPARTMENT POLICIES The SUB-GRANTEE and all its contractors shall comply with, and the DEPARTMENT is not responsible for determining compliance with, any and all applicable federal, state, and local laws, regulations, executive orders, OMB Circulars, and/or policies. This obligation includes, but is not limited to: nondiscrimination laws and/or policies, Energy Policy and Conservation Act (PL 94-163, as amended), the Americans with Disabilities Act (ADA), the Robert T. Stafford Disaster Relief and Emergency Assistance Act, (PL 93-288, as amended), Ethics in Public Service (RCW 42.52), Covenant Against Contingent Fees (48 CFR Section 52.203-5), Public Records Act (RCW 42.56), Prevailing Wages on Public Works (RCW 39.12), State Environmental Policy Act (RCW 43.21C), Shoreline Management Act of 1971 (RCW 90.58), State Building Code (RCW 19.27), Energy Related Building Standards (RCW 19.27A), Provisions in Buildings for Aged and Handicapped Persons (RCW 70.92), and safety and health regulations. In the event of the SUB-GRANTEE's or its contractor's noncompliance or refusal to comply with any applicable law, regulation, executive order, OMB Circular or policy, the DEPARTMENT may rescind, cancel, or terminate the Grant Agreement in whole or in part in its sole discretion. The SUB-GRANTEE is responsible for all costs or liability arising from its failure to comply with applicable law, regulation, executive order, OMB Circular or policy. DHS-FEMA-EMPG-FFY 14 Page 16 of 33 City of Federal Way, E15-071 A.11 DISCLOSURE The use or disclosure by any party of any information concerning the DEPARTMENT for any purpose not directly connected with the administration of the DEPARTMENT's or the SUB-GRANTEE's responsibilities with respect to services provided under this Grant Agreement is prohibited except by prior written consent of the DEPARTMENT or as required to comply with the state Public Records Act, other law or court order. A.12 DISPUTES Except as otherwise provided in this contract, when a bona fide dispute arises between the parties and it cannot be resolved through discussion and negotiation, either party may request a dispute resolution panel to resolve the dispute. A request for a dispute is uted issues, state the relative positions resolution board shall be in writing, state the d p p of the parties, and be sent to all parties. The panel shall consist of a representative appointed by the Department, a representative appointed by the Contractor and a third party mutually agreed upon by both parties. The panel shall, by majority vote, resolve the dispute. Each party shall bear the cost for its panel member and its attorney fees and costs, and share equally the cost of the third panel member. A.13 LEGAL RELATIONS It is understood and agreed that this Grant Agreement is solely for the benefit of the parties to the Grant Agreement and gives no right to any other party. No joint venture or partnership is formed as a result of this Grant Agreement. To the extent allowed by law, the SUB-GRANTEE, its successors or assigns, will protect, save and hold harmless the DEPARTMENT, the State of Washington, and the United States Government and their authorized agents and employees, from all claims, actions, costs, damages or expenses of any nature whatsoever by reason of the acts or omissions of the SUB-GRANTEE, its sub-contractors, assigns, agents, contractors, consultants, licensees, invitees, employees or any person whomsoever arising out of or in connection with any acts or activities authorized by this Grant Agreement. To the extent allowed by law, the SUB-GRANTEE further agrees to defend the DEPARTMENT and the State of Washington and their authorized agents and employees in any litigation; including payment of any costs or attorneys' fees for any claims or action commenced thereon arising out of or in connection with acts or activities authorized by this Grant Agreement. This obligation shall not include such claims, costs, damages or expenses which may be caused by the sole negligence of the DEPARTMENT; provided, that if the claims or damages are caused by or result from the concurrent negligence of (1) the DEPARTMENT, and (2) the SUB-GRANTEE, its agents, or employees, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the SUB- GRANTEE, or SUB-GRANTEE's agents or employees. Insofar as the funding source, the Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA), is an agency of the federal government, the following shall apply: 44 CFR 206.9 Non-liability. The federal government shall not be liable for any claim based upon the exercise or performance of, or the failure to exercise or perform a discretionary function or duty on the part of a federal agency or an employee of the federal government in carrying out the provisions of the Stafford Act. A.14 LIMITATION OF AUTHORITY—AUTHORIZED SIGNATURE The signatories to this Agreement represent that they have the authority to bind their respective organizations to this Agreement. Only the DEPARTMENT's Authorized Signature and the Authorized Signature of the assigned SUB-GRANTEE Agent or Alternate for the SUB-GRANTEE Agent, formally designated in writing, shall have the DHS-FEMA-EMPG-FFY 14 Page 17 of 33 City of Federal Way, E15-071 express, implied, or apparent authority to alter, amend, modify, or waive any clause or condition of this Grant Agreement. Any alteration, amendment, modification, or waiver of any clause or condition of this Grant Agreement is not effective or binding unless made in writing and signed by both parties Authorized Signature representatives. Further, only the Authorized Signature representative or Alternate for the SUB- GRANTEE shall have signature authority to sign reimbursement requests, time extension requests, amendment and modification requests, requests for changes to projects or work plans, and other requests, certifications and documents authorized by or required under this Agreement. A.15 LOSS OR REDUCTION OF FUNDING In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this Agreement and prior to normal completion or end date, the DEPARTMENT may unilaterally reduce the scope of work and budget or unilaterally terminate all or part of the Agreement as a "Termination for Cause" without providing the SUB-GRANTEE an opportunity to cure. Alternatively, the parties may renegotiate the terms of this Agreement under "Amendments and Modifications" to comply with new funding limitations and conditions, although the Department has no obligation to do so. A.16 NONASSIGNABILITY Neither this Grant Agreement, nor any claim arising under this Grant Agreement, shall be transferred or assigned by the SUB-GRANTEE. A.17 NONDISCRIMINATION The SUB-GRANTEE shall comply with all applicable federal and state non-discrimination laws, regulations, and policies. No person shall, on the grounds of age, race, creed, color, sex, sexual orientation, religion, national origin, marital status, honorably discharged veteran or military status, or disability (physical, mental, or sensory) be denied the benefits of, or otherwise be subjected to discrimination under any project, program, or activity, funded, in whole or in part, under this Grant Agreement. A.18 NOTICES The SUB-GRANTEE shall comply with all public notices or notices to individuals required by applicable local, state and federal laws and shall maintain a record of this compliance. A.19 OCCUPATIONAL SAFETY/HEALTH ACT and WASHINGTON INDUSTRIAL SAFETY/ HEALTH ACT (OSHANVISHA) The SUB-GRANTEE represents and warrants that its work place does now or will meet all applicable federal and state safety and health regulations that are in effect during the SUB-GRANTEE's performance under this Grant Agreement. To the extent allowed by law, the SUB-GRANTEE further agrees to indemnify and hold harmless the DEPARTMENT and its employees and agents from all liability, damages and costs of any nature, including but not limited to, costs of suits and attorneys' fees assessed against the DEPARTMENT, as a result of the failure of the SUB-GRANTEE to so comply. A.20 OWNERSHIP OF PROJECT/CAPITAL FACILITIES The DEPARTMENT makes no claim to any capital facilities or real property improved or constructed with funds under this Grant Agreement, and by this grant of funds does not and will not acquire any ownership interest or title to such property of the SUB- GRANTEE. The SUB-GRANTEE shall assume all liabilities arising from the ownership and operation of the project and agrees to hold the DEPARTMENT and the state of Washington and the United States government harmless from any and all causes of action arising from the ownership and operation of the project. DHS-FEMA-EMPG-FFY 14 Page 18 of 33 City of Federal Way, E15-071 A.21 POLITICAL ACTIVITY No portion of the funds provided herein shall be used for any partisan political activity or to further the election or defeat of any candidate for public office or influence the approval or defeat of any ballot issue. A.22 PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION, The assistance provided under this Grant Agreement shall not be used in payment of any bonus or commission for the purpose of obtaining approval of the application for such assistance or any other approval or concurrence under this Grant Agreement provided, however, that reasonable fees or bona fide technical consultant, managerial, or other such services, other than actual solicitation, are not hereby prohibited if otherwise eligible as project costs. A.23 PUBLICITY The SUB-GRANTEE agrees to submit to the DEPARTMENT prior to issuance all advertising and publicity matters relating to this Grant Agreement wherein the DEPARTMENT's name is mentioned or language used from which the connection of the DEPARTMENT's name may, in the DEPARTMENT's judgment, be inferred or implied. The SUB-GRANTEE agrees not to publish or use such advertising and publicity matters without the prior written consent of the DEPARTMENT. The SUB-GRANTEE may copyright original work it develops in the course of or under this Grant Agreement; however, pursuant to 44 CFR 13.34, FEMA reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use the work for government purposes. Publication resulting from work performed under this Grant Agreement shall include an acknowledgement of FEMA's financial support, by CFDA number, and a statement that the publication does not constitute an endorsement by FEMA or reflect FEMA's views. A.24 RECAPTURE PROVISION In the event the SUB-GRANTEE fails to expend funds under this Agreement in accordance with applicable federal, state, and local laws and/or the provisions of the Grant Agreement, the DEPARTMENT reserves the right to recapture funds in an amount equivalent to the extent of noncompliance. Such right of recapture shall exist for the life of the project following Grant Agreement termination. Repayment by the SUB- GRANTEE of funds under this recapture provision shall occur within 30 days of demand. In the event the DEPARTMENT is required to institute legal proceedings to enforce the recapture provision, the DEPARTMENT shall be entitled to its costs thereof, including attorney fees. A.25 RECORDS a. The SUB-GRANTEE agrees to maintain all books, records, documents, receipts, invoices and all other electronic or written records necessary to sufficiently and properly reflect the SUB-GRANTEE's contracts, grant administration, and payments, including all direct and indirect charges, and expenditures in the performance of this Grant Agreement(the "records"). b. The SUB-GRANTEE's records related to this Grant Agreement and the projects funded may be inspected and audited by the DEPARTMENT or its designee, by the Office of the State Auditor, DHS, FEMA or their designees, by the Comptroller General of the United States or its designees, or by other state or federal officials authorized by law, for the purposes of determining compliance by the SUB- GRANTEE with the terms of this Grant Agreement and to determine the appropriate level of funding to be paid under the Grant Agreement. c. The records shall be made available by the SUB-GRANTEE for such inspection and audit, together with suitable space for such purpose, at any and all times during the SUB-GRANTEE's normal working day. DHS-FEMA-EMPG-FFY 14 Page 19 of 33 City of Federal Way, E15-071 d. The SUB-GRANTEE shall retain and allow access to all records related to this Grant Agreement and the funded project(s) for a period of at least six (6) years following final payment and closure of the grant under this Grant Agreement. A.26 RESPONSIBILITY FOR PROJECT/STATEMENT OF WORK/WORK PLAN While the DEPARTMENT undertakes to assist the SUB-GRANTEE with the project/statement of work/work plan (project) by providing grant funds pursuant to this Grant Agreement, the project itself remains the sole responsibility of the SUB- GRANTEE. The DEPARTMENT undertakes no responsibility to the SUB-GRANTEE, or to any third party, other than as is expressly set out in this Grant Agreement. The responsibility for the design, development, construction, implementation, operation and maintenance of the project, as these phrases are applicable to this project, is solely that of the SUB-GRANTEE, as is responsibility for any claim or suit of any nature by any third party related in any way to the project. Prior to the start of any construction activity, the SUB-GRANTEE shall ensure that all applicable Federal, State, and local permits and clearances are obtained, including but not limited to FEMA compliance with the National Environmental Policy Act, the National Historic Preservation Act, the Endangered Species Act, and all other environmental laws and executive orders. The SUB-GRANTEE shall defend, at its own cost, any and all claims or suits at law or in equity, which may be brought against the SUB-GRANTEE in connection with the project. The SUB-GRANTEE shall not look to the DEPARTMENT, or to any state or federal agency, or to any of their employees or agents, for any performance, assistance, or any payment or indemnity, including but not limited to cost of defense and/or attorneys' fees, in connection with any claim or lawsuit brought by any third party related to any design, development, construction, implementation, operation and/or maintenance of a project. A.27 SEVERABILITY If any court of rightful jurisdiction holds any provision or condition under this Grant Agreement or its application to any person or circumstances invalid, this invalidity does not affect other provisions, terms or conditions of the Grant Agreement, which can be given effect without the invalid provision. To this end, the terms and conditions of this Grant Agreement are declared severable. A.28 SUB-CONTRACTING The SUB-GRANTEE shall use a competitive procurement process in the award of any contracts with contractors or sub-contractors that are entered into under the original contract award. The procurement process followed shall be in accordance with 44 CFR Part 13, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments, or with OMB Circular A-110, Uniform Administrative Requirements for Grants and Other Agreements with Institutions of Higher Education, Hospitals, and Other Nonprofit Organizations, as applicable to the SUB-GRANTEE. Sub-Grantees must comply with the following provisions regarding procurement, and all Sub-Grantee contracts with sub-contractors or sub-recipients must contain the following provisions regarding procurement, per 44 CFR Part 13.36(i): 1. Administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. (All contracts more than the simplified acquisition threshold). 2. Termination for cause and for convenience by the grantee or sub-grantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of$10,000). 3. Compliance with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR chapter DHS-FEMA-EMPG-FFY 14 Page 20 of 33 City of Federal Way, E15-071 60). (All construction contracts awarded in excess of $10,000 by grantees and their contractors or sub-grantees). 4. Compliance with the Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3). (All contracts and sub-grants for construction or repair). 5. Compliance with the Davis-Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor regulations (29 CFR part 5). (Construction contracts in excess of $2,000 awarded by grantees and sub-grantees when required by Federal grant program legislation). 6. Compliance with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5). (Construction contracts awarded by grantees and sub- grantees in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers). 7. Notice of awarding agency requirements and regulations pertaining to reporting. 8. Notice of awarding agency requirements and regulations pertaining to patent rights with respect to any discovery or invention which arises or is developed in the course of or under such contract. 9. Awarding agency requirements and regulations pertaining to copyrights and rights in data. 10. Access by the grantee, the sub-grantee, the Federal grantor agency, the Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the contractor which are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts, and transcriptions. 11. Retention of all required records for three years after grantees or sub-grantees make final payments and all other pending matters are closed. 12. Compliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). (All contracts, sub-contracts, and sub-grants of amounts in excess of$100,000). 13. Mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). The DEPARTMENT reserves the right to review the Sub-Grantee procurement plans and documents, and require the Sub-Grantee to make changes to bring its plans and documents into compliance with the requirements of 44 CFR Part 13.36. The Sub- Grantee must ensure that its procurement process requires contractors and subcontractors to provide adequate documentation with sufficient detail to support the costs of the project and to allow both the Sub-Grantee and DEPARTMENT to make a determination on eligibility of project costs. All sub-contracting agreements entered into pursuant to this Grant Agreement shall incorporate this Grant Agreement by reference. A.29 SUB-GRANTEE NOT EMPLOYEE The parties intend that an independent contractor relationship will be created by this Grant Agreement. The SUB-GRANTEE, and/or employees or agents performing under this Grant Agreement are not employees or agents of the DEPARTMENT in any manner whatsoever. The SUB-GRANTEE will not be presented as nor claim to be an officer or DHS-FEMA-EMPG-FFY 14 Page 21 of 33 City of Federal Way, E15-071 employee of the DEPARTMENT or of the State of Washington by reason of this Grant Agreement, nor will the SUB-GRANTEE make any claim, demand, or application to or for any right or privilege applicable to an officer or employee of the DEPARTMENT or of the State of Washington by reason of this Grant Agreement, including, but not limited to, Workmen's Compensation coverage, unemployment insurance benefits, social security benefits, retirement membership or credit, or privilege or benefit which would accrue to a civil service employee under Chapter 41.06 RCW. It is understood that if the SUB-GRANTEE is another state department, state agency, state university, state college, state community college, state board, or state commission, that the officers and employees are employed by the state of Washington in their own right and not by reason of this Grant Agreement. A.30 TAXES, FEES AND LICENSES Unless otherwise provided in this Grant Agreement, the SUB-GRANTEE shall be responsible for, pay and maintain in current status all taxes, unemployment contributions, fees, licenses, assessments, permit charges and expenses of any other kind for the SUB-GRANTEE or its staff required by statute or regulation that are applicable to Grant Agreement performance. A.31 TERMINATION FOR CONVENIENCE Notwithstanding any provisions of this Grant Agreement, the SUB-GRANTEE may terminate this Grant Agreement by providing written notice of such termination to the DEPARTMENTS's Key Personnel identified in the Grant Agreement, specifying the effective date thereof, at least thirty (30) days prior to such date. Except as otherwise provided in this Grant Agreement, the DEPARTMENT, in its sole discretion and in the best interests of the State of Washington, may terminate this Grant Agreement in whole or in part by providing ten (10) calendar days written notice, beginning on the second day after mailing to the SUB-GRANTEE. Upon notice of termination for convenience, the DEPARTMENT reserves the right to suspend all or part of the Grant Agreement, withhold further payments, or prohibit the SUB-GRANTEE from incurring additional obligations of funds. In the event of termination, the SUB-GRANTEE shall be liable for all damages as authorized by law. The rights and remedies of the DEPARTMENT provided for in this section shall not be exclusive and are in addition to any other rights and remedies provided by law. A.32 TERMINATION OR SUSPENSION FOR CAUSE In the event the DEPARMENT, in its sole discretion, determines the SUB-GRANTEE has failed to fulfill in a timely and proper manner its obligations under this Grant Agreement, is in an unsound financial condition so as to endanger performance hereunder, is in violation of any laws or regulations that render the SUB-GRANTEE unable to perform any aspect of the Grant Agreement, or has violated any of the covenants, agreements or stipulations of this Grant Agreement, the DEPARTMENT has the right to immediately suspend or terminate this Grant Agreement in whole or in part. The DEPARTMENT may notify the SUB-GRANTEE in writing of the need to take corrective action and provide a period of time in which to cure. The DEPARTMENT is not required to allow the SUBGRANTEE an opportunity to cure if it is not feasible as determined solely within the DEPARTMENT's discretion. Any time allowed for cure shall not diminish or eliminate the SUB-GRANTEE's liability for damages or otherwise affect any other remedies available to the DEPARTMENT. If the DEPARTMENT allows the SUB-GRANTEE an opportunity to cure, the DEPARTMENT shall notify the SUB- GRANTEE in writing of the need to take corrective action. If the corrective action is not taken within ten (10) calendar days or as otherwise specified by the DEPARTMENT, or if such corrective action is deemed by the DEPARTMENT to be insufficient, the Grant Agreement may be terminated in whole or in part. DHS-FEMA-EMPG-FFY 14 Page 22 of 33 City of Federal Way, E15-071 The DEPARTMENT reserves the right to suspend all or part of the Grant Agreement, withhold further payments, or prohibit the SUB-GRANTEE from incurring additional obligations of funds during investigation of the alleged compliance breach, pending corrective action by the SUB-GRANTEE, if allowed, or pending a decision by the DEPARTMENT to terminate the Grant Agreement in whole or in part. In the event of termination, the SUB-GRANTEE shall be liable for all damages as authorized by law, including but not limited to, any cost difference between the original Grant Agreement and the replacement or cover Grant Agreement and all administrative costs directly related to the replacement Grant Agreement, e.g., cost of administering the competitive solicitation process, mailing, advertising and other associated staff time. The rights and remedies of the DEPARTMENT provided for in this section shall not be exclusive and are in addition to any other rights and remedies provided by law. If it is determined that the SUB-GRANTEE: (1) was not in default or material breach, or (2) failure to perform was outside of the SUB-GRANTEE's control, fault or negligence, the termination shall be deemed to be a "Termination for Convenience". A.33 TERMINATION PROCEDURES In addition to the procedures set forth below, if the DEPARTMENT terminates this Grant Agreement, the SUB-GRANTEE shall follow any procedures specified in the termination notice. Upon termination of this Grant Agreement and in addition to any other rights provided in this Grant Agreement, the DEPARTMENT may require the SUB-GRANTEE to deliver to the DEPARTMENT any property specifically produced or acquired for the performance of such part of this Grant Agreement as has been terminated. If the termination is for convenience, the DEPARTMENT shall pay to the SUB- GRANTEE the agreed upon price, if separately stated, for properly authorized and completed work and services rendered or goods delivered to and accepted by the DEPARTMENT prior to the effective date of Grant Agreement termination, and the amount agreed upon by the SUB-GRANTEE and the DEPARTMENT for (i) completed work and services and/or equipment or supplies provided for which no separate price is stated, (ii) partially completed work and services and/or equipment or supplies provided which are accepted by the DEPARTMENT, (iii) other work, services and/or equipment or supplies which are accepted by the DEPARTMENT, and (iv) the protection and preservation of property. Failure to agree with such amounts shall be a dispute within the meaning of the "Disputes" clause of this Grant Agreement. If the termination is for cause, the DEPARTMENT shall determine the extent of the liability of the DEPARTMENT. The DEPARTMENT shall have no other obligation to the SUB-GRANTEE for termination. The DEPARTMENT may withhold from any amounts due the SUB-GRANTEE such sum as the DEPARTMENT determines to be necessary to protect the DEPARTMENT against potential loss or liability. The rights and remedies of the DEPARTMENT provided in this Grant Agreement shall not be exclusive and are in addition to any other rights and remedies provided by law. After receipt of a notice of termination, and except as otherwise directed by the DEPARTMENT in writing, the SUB-GRANTEE shall: a. Stop work under the Grant Agreement on the date, and to the extent specified, in the notice; b. Place no further orders or sub-contracts for materials, services, supplies, equipment and/or facilities in relation to this Grant Agreement except as may be necessary for completion of such portion of the work under the Grant Agreement as is not terminated; c. Assign to the DEPARTMENT, in the manner, at the times, and to the extent directed by the DEPARTMENT, all of the rights, title, and interest of the SUB-GRANTEE under the orders and sub-contracts so terminated, in which case the DEPARTMENT DHS-FEMA-EMPG-FFY 14 Page 23 of 33 City of Federal Way, E15-071 has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and sub-contracts; d. Settle all outstanding liabilities and all claims arising out of such termination of orders and sub-contracts, with the approval or ratification of the DEPARTMENT to the extent the DEPARTMENT may require, which approval or ratification shall be final for all the purposes of this clause; e. Transfer title to the DEPARTMENT and deliver in the manner, at the times, and to the extent directed by the DEPATMENT any property which, if the Grant Agreement had been completed, would have been required to be furnished to the DEPARTMENT; f. Complete performance of such part of the work as shall not have been terminated by the DEPARTMENT in compliance with all contractual requirements; and g. Take such action as may be necessary, or as the DEPARTMENT may require, for the protection and preservation of the property related to this Grant Agreement which is in the possession of the SUB-GRANTEE and in which the DEPARTMENT has or may acquire an interest. A.34 TRAVEL AND SUBSISTENCE REIMBURSEMENT Unless the Grant Agreement specifically provides for different rates, any travel or subsistence reimbursement allowed under the Agreement shall be paid in accordance with rates set pursuant to RCW 43.03.050 and RCW 43.03.060 as now existing or amended. The SUB-GRANTEE may be required to provide to the Department copies of receipts for any travel related expenses other than meals and mileage (example: parking) that are authorized under this Agreement. A.35 UTILIZATION OF MINORITY AND WOMEN BUSINESS ENTERPRISES (MWBE) The SUB-GRANTEE is encouraged to utilize business firms that are certified as minority-owned and/or women-owned in carrying out the purposes of this Grant Agreement. The SUB-GRANTEE may set utilization standards, based upon local conditions or may utilize the state of Washington MWBE goals, as identified in WAC 326-30-041. A.36 WAIVERS No conditions or provisions of this Grant Agreement can be waived unless approved in advance by the DEPARTMENT in writing. The DEPARTMENT's failure to insist upon strict performance of any provision of the Grant Agreement or to exercise any right based upon a breach thereof, or the acceptance of any performance during such breach, shall not constitute a waiver of any right under this Grant Agreement. A.37 VENUE This Grant Agreement shall be construed and enforced in accordance with, and the validity and performance shall be governed by, the laws of the state of Washington. Venue of any suit between the parties arising out of this Grant Agreement shall be the Superior Court of Thurston County, Washington. The SUB-GRANTEE, by execution of this Grant Agreement acknowledges the jurisdiction of the courts of the State of Washington. DHS-FEMA-EMPG-FFY 14 Page 24 of 33 City of Federal Way, E15-071 Exhibit C 14EMPG WORK PLAN Emergency Management Organization: City of Federal Way The purpose of EMPG is to assist with the enhancement, sustainment and improvement of state, local, and tribal emergency management programs. Activities conducted using EMPG funding should relate directly to the five elements of emergency management: prevention; protection; response; recovery, and mitigation. Washington State does not require a specific number of activities to receive EMPG funding. However, there are required capabilities that must be conducted in order to remain eligible for EMPG funding, including but not limited to the ability to communicate and warn, educate the public, train and exercise, plan and be NIMS compliant. The Work Plan delineates the Emergency Management Organization's emergency management program planning and priority focus for this grant cycle (to include 14EMPG grant and local funds). Program Area #1 Public Education Community Emergency Management Team Training The major objective is for the EM Specialist to conduct 3 basic CERT courses by the end of May 2015. CERT team is trained to mitigate potential risk, know essential first response skills that will prevent fire, medical injuries, etc. Emergency Management Function: I Crisis Communications, Public Education and Information Sustainment or # Activity Enhancement vi Community Emergency Response Team (CERT) Basic Course sustainment I Provide three iterations of the Basic CERT Training Course to train local 1 Description: community members in basic disaster response skills they will need to respond to their community's immediate needs in the aftermath of a disaster, when emer•enc services are not immediatel available. Program Area #2 I Communications Radio Checks with State and King County Continue to test the CEMNET Radio with State EMD as determined by EMD and the 800Mhz Radio with King County OEM. Take part in Amateur Radio EOC in 2 EOC drills and the annual Field Day. Will practice local 150Mhz radio system on a quarterly basis with local partners. Emergency Management Function: I Communications and Warning Sustainment or # Activity Enhancement 1 CEMNET Radio Testing with State EMD Sustainment Description: I Emergency Communications with the State EMD on a quarterly basis N w 2 800Mhz Radio testing with King County and Zone 3 I Sustainment Description: I King County tests 800Mhz Radios > Quarterly Amateur Radio test with radio clubs and CERT volunteers Sustainment i= 3 Description: I CERT volunteers and local radio club communication 150Mhz Radio Testing with local partners I Sustainment 4 Conduct radio tests with local partners; determine list of local partners; test Description: communications quarterly DHS-FEMA-EMPG-FFY 14 Page 25 of 33 City of Federal Way, E15-071 Program Area #3 I Alert &Warning use of CodeRed notification system Continue to test the CodeRed notification system for community awareness; ensure system effectiveness and alignment with performance standards. Conduct preparedness and safety message test during April, 4 July, September, and December. Will also be used anytime know severe weather impacts local areas. Emergency Management Function: I Communications and Warning Sustainment or # Activit Enhancement N 1 System Test Sustainment Description: I Community test of CodeRed system during 3rd quarter Preparedness and Safety Message Testing I Sustainment c.) 2 Maintain system knowledge with preparedness & safety message testing in Description: Aril, Jul , and September of 2015 Program Area #4 I Conduct two EOC and Policy Group drills Conduct two EOC drills focusing on EOC activation/response and EOC close down/Recovery. Plan two table top exercises with the Policy group focusing on their role in the four phases of emergency management. Emergency Management Function: I Exercises, Evaluations and Corrective Actions Sustainment or # Activity Enhancement Drill Activation I Enhancement 1 Conduct response actions with newly assigned EOC staff to use as a Description: baseline for to gauge improved response times in fall of 2014 EOC Drill close down I Enhancement w 2 Conduct recovery action with newly assigned EOC staff to replace Description: seasoned staff to use as a baseline to determine improved EOC staff duty '> transition times V Policy Group Table-top I Enhancement < 3 Role Play Policy Group positions to enhance training in preparedness & Description: response activities in winter of 2015 Policy Group Table-top I Enhancement 4 Role Play Policy Group positions to enhance training in mitigation and Description: recovery activities in winter of 2015 Program Area #5 I Planning for CERT and Spontaneous Volunteers Develop volunteer emergency worker Standard Operating Procedures. Emergency Management Function: I Operational Planning Sustainment or # Activit Enhancement N SOP development Enhancement H 1 Determine roles for Volunteer Emergency Workers, CERT Trained Description: volunteer, and spontaneous volunteers into Standard Operating Procedures V during fall 2014 and winter 2015 < 2 Volunteer Emergency Worker Plan Testing I Enhancement DHS-FEMA-EMPG-FFY 14 Page 26 of 33 City of Federal Way, E15-071 Description: Test Volunteer Emergency Worker SOP via game /drill /table top / functional exercise during spring/summer 2015 DHS-FEMA-EMPG-FFY 14 Page 27 of 33 City of Federal Way, E15-071 Exhibit D MILESTONE TIMELINE FFY14 Emergency Management Performance Grant Program MILESTONE TASK June 1, 2014 Start of Grant Agreement performance period. December 31, 2014 Submit reimbursement request March 31, 2015 Submit reimbursement request June 30, 2015 Submit reimbursement request August 31, 2015 End of grant performance period. October 15, 2015 Submit final reimbursement request, additional reports, and/or deliverables. DHS-FEMA-EMPG-FFY 14 Page 28 of 33 City of Federal Way, E15-071 Exhibit E Budget Sheet FFY14 Emergency Management Performance Grant Program SOLUTION AREA BUDGET CATEGORY AMOUNT NARRATIVE Salaries &Benefits $ 27,302 Emergency Management Specialist G Overtime/Backfill $ - SConsultants/Contractors $ - Goods&Services $ 14,918 Emergency Communications Network CodeRed Z Travel/Per Diem $ - ce Indirect $ - t Subtotal $ 42,220 I TOTAL Grant Agreement Contract AMOUNT: $ 42,220 • City of Federal Way will provide a match of $42,220, 50% of the total project cost (local/tribal budget plus EMPG award), of non-federal origin. • Cumulative changes to budget categories in excess of 10% of the grant agreement award will not be reimbursed without prior written authorization from the Department. • This award will not be used to supplant the local/tribal funds. • The Department's Reimbursement Spreadsheet must accompany each reimbursement request submitted. • The Sub-grantee agrees to make all records available to Department staff, upon request. Funding Source: U.S. Department of Homeland Security- PI#743PT—EMPG DHS-FEMA-EMPG-FFY 14 Page 29 of 33 City of Federal Way, E15-071 ATTACHMENT#1 ADDITIONAL AGREEMENT PROVISIONS AND WORKSHEET For Compliance With The Federal Funding Accountability and Transparency Act of 2006 (P.L. 109-282) (FFATA) The Federal Funding Accountability and Transparency Act (FFATA) was signed on September 26, 2006. The FFATA legislation requires information on federal awards (federal financial assistance and expenditures) be made available to the public via a single, searchable website. Federal awards include grants, subgrants, loans, awards, cooperative agreements, and other forms of financial assistance as well as contracts, subcontracts, purchase orders, task orders, and delivery orders. The legislation does not require inclusion of individual transactions below $25,000 or credit card transactions before October 1, 2008. However, if an award is initially below this amount yet later increased, the act is triggered. Due to this variability in compliance Subrecipients are required by the Military Department to be familiar with the FFATA requirements and complete this Worksheet for each contract for the State's submission in to the FFATA portal. ADDITIONAL PROVISIONS A. This grant agreement contract (subaward) is supported by federal funds, requiring compliance with the Federal Funding Accountability and Transparency Act (FFATA or the Transparency Act) and Office of Management and Budget Guidance (OMB). Public Law 109-282 as amended by section 6202(a) of -2 (see 31 U.S.C. 6101 note). By entering into this grant agreement contract, the Public Law 110 52 se 3 ub 9 9 ( ) Y 9 sub-grantee agrees to provide all applicable reporting information to the Washington Military Department(WMD) required by FFATA and OMB Guidance. B. The FFATA requires the OMB to establish a publicly available online database (USASpending.gov) q p Y containing information about entities that are awarded Federal grants, loans, and contracts. As required by FFATA and OMB Guidance, certain information on the first-tier subawards related to iv compensation of awardees must be made publicly contracts and grants, and the executive P Y available. C. For new Federal grants beginning October 1, 2010, if the initial subaward is equal to or greater than $25,000, reporting of the subaward and executive compensation information is required. If the initial subaward is below $25,000 but subsequent grant modifications result in a total subaward equal to or over $25,000, the subaward will be subject to the reporting requirements as of the date the subaward is exceeds $25,000. If the initial subaward equals or exceeds $25,000 but funding s de- obligated such that the total award amount falls below $25,000, the subaward continues to be subject to the reporting requirements of the Transparency Act and OMB Guidance. D. As a Federal grant subawardee under this grant agreement contract, your organization is required by FFATA, OMB Guidance and this grant agreement contract to provide the WMD, as the prime grant awardee, all information required for FFATA compliant reporting by WMD. This includes all applicable DUNS entity information required by FFATA and OMB Guidance, subawardee DU S nu mb r e , and relevant executive compensation data, as applicable. 1. Data about your organization will be provided to USASpending.gov by the WMD. System for Award Management (SAM) is a government wide registration system for organizations that do business with the Federal Government. SAM stores information about awardees including financial account information for payment purposes and a link to D&B for maintaining current DUNS information, http://www.sam.gov. WMD requires SAM registration and annual renewal by your organization to minimize unnecessary data entry and re-entry required by both WMD and your organization. It will also reduce the potential of inconsistent or inaccurate data entry. 2. Your organization must have a Data Universal Numbering System (DUNS) number obtained from the firm Dun and Bradstreet (D&B) (http://www.dnb.com). A DUNS number provides a method to verify data about your organization. D&B is responsible for maintaining unique identifiers and organizational linkages on behalf of the Federal Government for organizations receiving Federal assistance. DHS-FEMA-EMPG-FFY 14 Page 30 of 33 City of Federal Way, E15-071 E. The WMD, as the prime awardee, is required by FFATA to report names and total compensation of th e five (5) most highly compensated officers of your organization (as the subawardee) if: 1. Your organization (the subawardee), in the preceding fiscal year, received 80 percent or more of its annual gross revenues from Federal awards and $25,000,000 or more in annual gross revenues from Federal awards; and 2. The public does not have access to this information about the compensation of the senior executives of your organization through periodic reports filed under section 13(a) or 15(d) of the Securities and Exchange Act of 1934 (15 U.S.C. §§ 78m(a), 78o(d) or section 6104 of the Internal Revenue Code of 1986. "Total compensation" for purposes of this requirement generally means the cash and non-cash value earned by the executive during the past fiscal year and includes salary and bonus; awards of stock, stock options and stock appreciation rights; and other compensation such as severance and termination payments, and value of life insurance paid on behalf of the employee, and as otherwise provided by FFATA and applicable OMB guidance. F. If (1) in the preceding fiscal year your organization received 80 percent or more of its annual gross revenues from Federal awards and $25,000,000 or more in annual gross revenues from Federal awards, and (2) the public does not have access to this information about the compensation of the senior executives of your organization through periodic reports filed under section 13(a) or 15(d) of the Securities and Exchange Act of 1934 (15 U.S.C. §§ 78m(a), 78o(d) or section 6104 of the Internal Revenue Code of 1986, insert the names and total compensation for the five most highly compensated officers of your organization in the table below. DHS FEMA EMPG FF Y 14 Page 31 of 33 City of Federal Way, E15-071 WORKSHEET Subrecipient Agency: City of Federal Way Grant and Year: 2014 Agreement Number: E15-071 Completed Ray Gross Emergency Manager 253-835-2712 by: Name Title Telephone Date Completed: 11/20/2014 „�.� .�.w,s ,4 7..o ._ 7 1'71:17177''"Ti.. ,.. STEP 1 .n e,J.T,VL::„: �"�, Zz: A _„44; /iA YES STOP, no further NO Is your grant agreement less than$25,000? i analysis needed, GO to Step 2 GO to Step 6 m : ,„ ^�^17:r .fix a»Ρsa;sr .7 i"..k'CC r s STEP 2"c li r�£ ,7s7&" '(i"''S�':.Vm ''>:ay', .,i*ac ce� Stu w°....�ad,. �Km..�*-�.�.<..,,... .. ,. ..huw;+. -�.- ._,, .�i.ta.....,,. ..... ,......,....,.. ,..�.,. .r». .«�.. ... .... _�.�..•�, «su sr; .w.� Q , In your preceding fiscal year, did your YES NO STOP, no further organization receive 80%or more of its annual GO to STEP 3 analysis needed, GO to gross revenues from federal funding? 1 Step 6 In your preceding fiscal year, did your YES NO STOP, no further organization receive$25,000,000 or more in GO to STEP 4 analysis needed, GO to federal funding? Step 6 y r ,. . . 7 ,2t' .. . . ,,..� ..�.,. ��..,... ��._.. �. .. STEP 4 _ ..,._ �.. f._ .. ' �.._F... _ ��.,� -ter Does the public have access to information about YES STOP, no further NO the total compensation*of senior executives in analysis needed, GO to STEP 5 your organization? GO to step 6 :. _. :: _._. .. STEP 5 ... ... . _ ,: 1. .... �:...''w,, v.. Executive#1 Name: Total Compensation amount: $ Executive#2 Name: Total Compensation amount: $ Executive#3 Name: Total Compensation amount: $ Executive#4 Name: Total Compensation amount: $ Executive#5 Name: Total Compensation amount: $ STEP 6 If your organization does not meet these criteria, specifically identify below each criteria that is not met for your organization: For Example: "Our organization received less than $25,000." The City of Federal Way Did not receive 80% or more of its annual gross revenues from Federal Fun Signature: per Date: 11/20/2014 *Total compensation refers to: • Salary and bonuses • Awards of stock, stock options, and stock appreciation rights • Other compensation including, but not limited to, severance and termination payments • Life insurance value paid on behalf of the employee Additional Resources: http://www.whitehouse.gov/omb/open http://www.hrsa.gov/grants/ffata.html http://wwtov.gpo.gov/fdsys/pka/FR-2010-09-14/pdf/2010-22705.pdf http://www.grants.gov/ OMB Circular A-133 Audit Certification Form Audits of States, Local Governments, and Non-Profit Organizations Contact Information Subrecipient(Sub-Grantee)Name(Agency,Local Government,or Organization):City of Federal Way Authorized Chief Financial Officer(Central Accounting Office): Ade Ariwoola Address:33325 8th Avenue South, Federal Way WA 98003 Email: Ade.ariwoola @cityoffederalway.com Phone#:253-835 ' )-0 Purpose: As a pass-through agency of federal grant funds,the Washington Military Department/Emergency Management Division(WMD/EMD)is required by Office of Management and Budget(OMB) Circular A-133 to monitor activities of subrecipients to ensure federal awards are used for authorized purposes and ensure that subrecipients expending $500,000 or more in federal awards during their fiscal year have met the OMB Circular A-133 Audit Requirements. Your entity is a subrecipient subject to such monitoring by MIL/EMD because it is a non-federal entity that expends federal grant funds received from MIL/EMD as a pass-through entity to carry out a federal program. OMB Circular A-133 can be found at htli),./iHTrrc:whitehousr.gov sites•defiultrdes,nmb/assets'a133'a133 revised 2007..pdf and it should be consulted when completing this form. Directions: As required by OMB Circular A-133,non-federal entities that expend$500,000 in federal awards in a fiscal year shall have a single or program-specific audit conducted for that year. If your entity knot subject to A-133 requirements,you must complete Section A of this Form. If your entity required to complete an A-133 Audit,you must complete Section B of this form. When completed,you must sign,date,and return this form with your grant agreement contract and every fiscal year thereafter until the grant agreement contract is closed. Failure to return this completed Audit Certification Form may result in delay of grant agreement processing,withholding of federal awards or disallowance of costs,and suspension or termination of federal awards. SECTION A: NOT sgbiea to the audits of01 (8 C.tvularA-l33 Our entity is not subject to the requirements of OMB Circular A-133 because(check all that apply): ❑ We did not expend$500,000 or more of total federal awards during the fiscal year. ❑ We are a for-profit agency. ❑ We are exempt for other reasons(describe): However,by signing below,I agree that we are still subject to the audit requirements,laws and regulations governing the program(s)in which we participate,that we are required to maintain records of federal funding and to provide access to such records by federal and state agencies and their designees,and that WMD/EMD may request and be provided access to additional information and/or documentation to ensure proper stewardship of federal funds. Y.. S, :• _iirrr.. ". i_L TLr ter. • th isf[yit-i�. 1R • Or I; /LiiKi _ (Complete the information below and check the appropriate box) it We completed our last A-133 Audit on(enter date] 7/3//t for Fiscal Year ending(enter datel 3t There were no findings related to federal awards from WMD/EMD. No follow-up action is required by WMD/EMD as the pass-through entity. A complete copy of the audit report,which includes exceptions,corrective action plan and management response,is either provided electronically to contiacts.office@nulwa.gov wa.gov or provide the state auditor report number. ❑ We completed our last A-133 Audit on(enter date]_ _for Fiscal Year ending[enter date] . There were findings related to federal awards. A complete copy of the audit report,which includes exceptions,corrective action plan and management response,is either provided electronically to conhacts.office@niiLwa.gov or provide the state auditor report number. ❑ Our completed A-133 Audit will be available on[enter datel for Fiscal Year ending[enter datel . We will forward a copy of the audit report to you at that time unless it will be available online at: http://www. I hereby certify that I am an individual authorized by the above identified entity to complete this form. Further,I certify that the above information is true and correct and all relevant material findings contained in audit report/statement have been disclosed.Additionally,I understand this Form is to be submitted every fiscal year for which this entity is a subrecipient of federal grant funds from MIL/EMD until the grant agreement contract is closed. t:�>t `� Signature of Authorized Chief Financial Office: 11106.° \ Date: /1/0.-01 t`t Print Name&Title: Ade Ariwoola,Finance Director WMD Form 1009-13,8/19/2013