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HomeMy WebLinkAboutC05-048 Community Services Block Grant e.tJ5, t)Jf tr .. CSBG Rev. 12/23/2004 ~ CONTRACT This contract, made between the State of Colorado for the use and benefit of the Department of Local Affairs, Community Services Block Grant Program, 1313 Sherman Street, Room 521, Denver, CO 80203, hereinafter referred to as "DOLA" or the State, and Eagle County, P.O. Box 660, Eagle, CO, 81631, hereinafter referred to as the Contractor, FACTUAL RECITALS Authority exists in the law and funds have been budgeted, appropriated, and otherwise made available, and a sufficient unencumbered balance thereof remains available for payment in Fund Number 100, Contract Encumbrance Number as detailed in the grant award letter; and Required approval, clearance, and coordination has been accomplished from and with appropriate agencies; and The State annually receives a Community Services Block Grant ("CSBG") from the U. S. Department of Health and Human Services ("HHS"), Office of Community Services, under the Community Services Block Grant Amendments of 1998,42 U.S.C. sections 9901-9923 (the "Act"), to provide through county governments or other eligible entities a range of services and activities directed at achieving a measurable and potentially significant impact on the causes of poverty and providing assistance to low-income families and individuals, including the elderly poor, as prescribed in the Act; and The Governor has designated the Department of Local Affairs as the administering agency of the funds; and The State annually distributes CSBG funds received from HHS to county governments on a formula basis in accordance with an adopted State CSBG Plan; and The Contractor has been determined to be an eligible entity, as defined by the State CSBG Plan, to contract with the state and to undertake the services desired; and The Contractor is capable and desires to perform the services. NOW THEREFORE, it is hereby agreed that: 1. Scope of Work - The Contractor agrees to carry out the scope of work described in each of its application packages for CSBG related activities, as approved by the State in its grant award letter, and to do so in conformance with this contract and applicable federal and state laws, rules, and regulations pertaining to each specific grant. Upon acceptance of an award by the Contractor, such award letters and grant applications will become a part of this contract until such time as the grant is closed out. 2. Time of Performance - This Contract shall become effective upon the date of proper execution of this Contract by the State Controller or designee and shall continue through June 30, 2010 as long as the State continues to designate the Contractor as an eligible recipient of funds and continues to make an allocation of funds to the Contractor. Grant award letters and any amendments to the award letters for each specific grant will identify the performance period for that grant. 3. Authoritv to Enter into Contract - The Contractor assures and warrants that it possesses the legal authority to enter into this Contract. The person signing and executing this Contract on behalf of the Contractor does hereby warrant and guarantee that he/she has full authorization to execute this Contract. 4. Compensation and Method of Payment Compensation - Grant award letters issued by the State under this Contract will authorize the Contractor to Page 1 of 8 expend funds and initiate: -luests for reimbursement based on the a Jnt of the grant award in accordance with program policies. The State may allocate more or less funds available on this contract using Grant Award Letters substantially equivalent to Exhibit 1 and bearing the approval of the State Controller or his designee. The Grant Award Letter shall not be deemed valid until it shall have been approved by the State Controller or his designee. Method of Payment - Based upon receipt of requests from the Contractor for reimbursement of funds expended under a grant award authorized under this contract, and provision by the Contractor of the reports, and documentation of expenditures required under the grant, the State will reimburse the Contractor for those eligible program costs incurred. Original documentation will be kept on file with the Contractor. Unless otherwise provided, the State shall establish billing procedures and reimburse the Contractor for actual, reasonable and necessary expenses incurred in providing services pursuant to this contract, based on the submission of monthly or quarterly itemized expenditure statements. Payments pursuant to this contract shall be made as earned, in whole or in part, from available Federal funds encumbered for the purchase of the described services. The liability of the State, at any time, for such payments shall be limited to the amount of such encumbered funds remaining. 5. Reversion of Excess Funds to the State a) Any federal funds paid to the Contractor and not expended in connection with an award letter shall be remitted to the State upon completion of the award or a determination by the State that the scope of the grant will not be completed. Any federal funds not required for completion of the award will be deobligated by the State and carried over to next program year. b) It is expressly understood that if the Contractor receives state funds from this Contract in excess of its fiscal year spending limit, all such excess funds from this Contract shall revert to the State. Under no circumstances shall excess funds from this Contract be refunded to other parties. 6. Financial ManaQement - At all times, from the effective date of this contract until closeout of each award issued hereunder and through the records retention period, the Contractor shall maintain properly segregated books of CSBG funds and other funds associated with each award. Records shall be maintained in accordance with applicable local and State procedures, and appropriate OMB circulars. 7. ReportinQ - The Contractor shall meet all reporting requirements in accordance with the then current program policies, and any subsequent forms and related program policies as required by the federal government or the DO LA. The submission of reports in a timely manner shall be the responsibility of the Contractor and failure to comply may result in delay of payment of funds or termination of the contract. Unless otherwise specified, the Contractor will submit quarterly fiscal reports, semi-annual programmatic and narrative reports, and a final report in the format designated by the Community Services Block Grant Program. The required reports shall be submitted to the CSBG State office within the month following the end of each calendar quarter and upon the expiration and termination of the contract, or at such time as otherwise specified. As this form may undergo revisions, the Contractor will be notified 45 days prior to the date reports are to be submitted and will be provided with the reporting format and any additional documentation necessary. 8. Amendments- The State may request changes in the scope of services or any other provision in an award letter. Such changes in the scope of services or other provision shall be in writing via the issuance of an amended award letter, and shall be incorporated without written amendment to this contract. Any revisions to the scope of services or any other award provision initiated by the Contractor must be approved by the State and formalized through an amendment to the award letter. The Grant Award Letter amendment shall not be deemed valid until it shall have been approved by the State Controller or his designee. 9. Audit a) Discretionarv Audit - The State, through the Executive Director of the Department, the State Auditor, or any of their duly authorized representatives and the federal government or any of its duly authorized representatives shall have the right to inspect, examine and audit the Contractor's and any subcontractor's records, books, accounts and other relevant documents. For the purposes of discretionary audit, the State specifically reserves the right to hire an independent Certified Public Accountant of the State's choosing. A discretionary audit may be requested at any time and for any reason from the effective date of this Contract until five (5) years after the date of each grant's official closeout, provided that the audit is performed during normal business hours. Page 2 of 8 b) Mandatory Audit - Whether or not the State or the federal government calls for a discretionary audit as provided above, the Contractor shall include the Project in its annual audit report as required by OMS Circular A-133, and/ or the Colorado Local Government Audit Law, 29-1-601, et seq, C.R.S., and State implementing rules and regulations. Such audit reports shall be simultaneously submitted to the Department and the State Auditor or federal agency as applicable. Thereafter, the Contractor shall supply the Department with copies of all correspondence from the State Auditor or applicable federal agency related to the relevant audit report. If the audit reveals evidence of non-compliance with applicable requirements, the Department reserves the right to institute compliance or other appropriate proceedings notwithstanding any other judicial or administrative actions filed pursuant to 29-1-607 or 29-1-608, C.R.S. 10. Conflict of Interest a) No employee of the Contractor shall perform or provide part-time services for compensation, monetary or otherwise, to a consultant or consultant firm that has been retained by the Contractor under the authority of this Contract. b) The Contractor agrees that no person at any time exercising any function of responsibility in connection with this project on behalf of the Contractor shall have or acquire any personal financial or economic interest, direct or indirect, which will be materially affected by this contract, except to the extent that he may receive compensation for his performance pursuant to this contract. c) A personal financial or economic interest includes, but is not limited to: i) any business entity in which the person has a direct or indirect monetary interest; ii) any real property in which the person has a direct or indirect monetary interest; iii) any source of income, loans, or gifts received by or promised to the person within twelve (12) months prior to the execution date of this contract; iv) any business entity in which the person is a director, officer, general or limited partner, trustee, employee, or holds any position of management. For purposes of this subsection, indirect investment or interest means any investment or interest owned by the spouse, parent, brother, sister, son, daughter, father-in-law, mother-in-law, brother-in-law, sister-in-law, son-in-law, or daughter-in-law of the person by an agent or his/her behalf, by a general, limited or silent partner of the person, by any business entity controlled by said person, or by a trust in which he/she has substantial interest. A business entity is controlled by a person if that person, his/her agent, or a relative as defined above possesses more than fifty percent (50%) of the ownership interest. Said person has a substantial economic interest in a trust when the person or an above-defined relative has a present or future interest worth more than one thousand dollars ($1,000.00). d) In the event a conflict of interest, as described in this Paragraph 10, cannot be avoided without frustrating the purposes of this contract, the person involved in such a conflict of interest shall submit to the Contractor and the State a full disclosure statement setting forth the details of such conflict of interest. In cases of extreme and unacceptable conflicts of interest, as determined by the State, the State reserves the right to terminate the contract for cause, as provided in Paragraph 12. Failure to file a disclosure statement required by this Paragraph 10 shall constitute grounds for termination of this contract for cause by the State. 11. Contract Suspension - If the Contractor fails to comply with any contractual provision, the State may, after notice to the Contractor suspend the contract and withhold further payment or prohibit the Contractor from incurring additional obligation of contractual funds, pending corrective action by the Contractor or a decision by the State to terminate in accordance with Paragraph 12, Contract Termination. The State may determine to allow such necessary and proper costs which the Contractor could not reasonably avoid during the period of suspension. 12. Contract Termination. This Contract may be terminated as follows: a) Termination Due to Loss of Fundina - The parties hereto expressly recognize that the Contractor is to be paid, reimbursed, or otherwise compensated with funds provided by the federal government to the State for the purpose of contracting for the services provided for herein, and therefore, the Contractor expressly understands and agrees that all its rights, demands and claims to compensation arising under this Contract are contingent upon receipt of such funds by the State. In the event that such funds or any part thereof are not received by the State, the State may immediately terminate or amend this Contract. To the extent that the Page 3 of 8 Contractor must expend js other than those provided by the Stat! Ider this Agreement or must provide in-kind services in performing the work agreed upon hereunder, the State agrees that said expenditures and in-kind services are subject to the availability and annual appropriation of funds by the Contractor for said purpose. b) Termination for Cause - If, through any cause, the Contractor shall fail to fulfill in a timely and proper manner its obligations under this Contract, or if the Contractor shall violate any of the covenants, agreements, or stipulations of this Contract, the State shall thereupon have the right to terminate this Contract for cause by giving written notice to the Contractor of such termination and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other material prepared by the Contractor under this Contract shall, at the option of the State, become its property, and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Notwithstanding the above, the Contractor shall not be relieved of liability to the State for any damages sustained by the State by virtue of any breach of the Contract by the Contractor, and the State may withhold any payments to the Contractor for the purpose of offset until such time as the exact amount of damages due the State from the Contractor is determined. c) Termination for Convenience - The State may terminate the contract at any time the State desires. The State shall effect such termination by giving written notice of the termination to the Contractor and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination. In that event all materials and documents as described above shall, at the option of the State, become its property and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such materials and documents. 13. InteQration - This contract as written with attachments and references, is intended as the complete integration of all understanding between the parties at this time and no prior or contemporaneous additions, deletion, or amendment hereto shall have any force or effect whatsoever, unless embodied in a written award letter, award amendment or a contract amendment incorporating such changes, executed and approved pursuant to applicable law. 14. Severabilitv - To the extent that this contract may be executed and performance of the obligations of the parties may be accomplished within the intent of the contract, the terms of the contract are severable, and should any term or provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall not affect the validity of any other term or provision hereof. The waiver of any breach of a term hereof shall not be construed as waiver of any other term nor as waiver of a subsequent breach of the same term. 15. Recapture Provisions - In the event that the Contractor fails to expend funds under this contract in accordance with state laws and/or the provisions of this contract, the Department reserves the right to recapture federal funds in an amount equivalent to the extent of the noncompliance. Such rights of recapture shall exist for a period not to exceed three years following contract termination. Repayment by the Contractor of funds under this recapture provision shall occur within 30 days of demand, if the Contractor's failure is undisputed, or within 30 days of final judicial or alternative dispute resolution determination, as appropriate. 16. AssiQnment - Neither party, nor any subcontractor hereto, may assign its rights or duties under this contract without the prior written consent of the other party. 17. Survival of Certain Contract Terms - Notwithstanding anything herein to the contrary, the parties understand and agree that all terms and conditions of this Contract and the exhibits and attachments hereto which may require continued performance or compliance beyond the termination date of the Contract shall survive such termination date and shall be enforceable by the State as provided herein in the event of such failure to perform or comply by the Contractor or its subcontractors. 18. Nondiscrimination a) The Contractor shall comply with all applicable state and federal laws, rules, regulations and Page 4 of 8 Executive Order! f the Governor of Colorado, involving rl jiscrimination on the basis of race, color, religion, national origin, age, handicap, or sex. Contractor may utilize the expertise of the State Minority Business Office within the Office of the Governor, for assistance in complying with the nondiscrimination and affirmative action requirements of this contract and applicable statutes. b) The Americans with Disabilities Act of 1990, Public Law 101-336. also referred to as the "ADA 28 CFR Part 35. The Contractor must comply with ADA, which provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications. c) The Contractor shall insure Equal Employment Opportunities (EEO) to all individuals and shall take Affirmative Action (AA) to all individuals to ensure adequate utilization of members of protected classes of workers who have been victims of past discrimination. EEO shall mean that no individual shall be excluded from participation in, denied the benefits of, subjected to discrimination under, or denied employment in administration of, or in any program funded under this section because of race, color, national origin, age, sex, handicap, political affiliation, or belief. d) Contractors shall be governed by the prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975, on the basis of handicap under Section 504 of the Rehabilitation Act, on the basis of sex under the Title IX of the Education Amendments of 1972, or on the basis of race color, or national origin under Title VI of the Civil Rights Act of 1976. Programs and activities under this Act are considered to be programs receiving federal financial assistance and are subject to all provision of EEO, except for those contractors who are under Section 679 of the CSBG Act, religious organization's exempt from Section 702 of the Civil rights Act of 1964 (42 U.S. C. 2003-1) regarding employment practices. 19. Records Retention - The Contractor shall retain for at least five (5) years after the State's closeout of each grant all records required for the grant including documentation and records of all expenditures incurred under the grant being closed. Retention for longer than the five years may be deemed necessary to resolve any matter which may be pending. This retention is for the purpose of review and audit by the State, federal government or their authorized representative. 20. Monitorina and Evaluation - The State will monitor and evaluate the Contractor for compliance with the terms of the contract, and the rules, regulations, requirements and guidelines, which the State has promulgated or may promulgate. The Contractor may also be subject to monitoring and evaluation by the federal/state grant funding agency or authorized agents. 21. Compliance with Federal AareementlContract Terms and Conditions, Federal and State law and Proaram Rules and Reaulations - At all times during the performance of this Contract, the Contractor shall strictly adhere to all applicable Federal and State laws that have been or may hereafter be established. The Contractor shall also comply with all terms and conditions that the State has entered into with the federal government as a part of the grant application process and as spelled out in grant contracts/agreements, and all applicable federal and state laws, rules, and regulations related to grant awards under this contract. These include, but are not limited to, compliance with the following: a) Americans with Disabilities Act including Title II, Subtitle A/24, U.S.C. Sec. 12101 et seq and implementing regulations. b) OMB Circulars, A-87, A-102, A-11 0, A-122, and A-133 as applicable c) 31 U.S.C. ' 1352 - Prohibition Against use of Federal Funds for Lobbying d) Privacy Act of 1974,5 U.S.C. S 5529 and Regulations adopted thereunder e) Drug Free Workplace Act f} Title VI of the Civil Rights Act 42 U.S.C. Sec. 2000 d-1 et seq and its implementing regulation 44 CFR part of et seq g) Community Services Block Grant regulations, 45 CFR 96 h) Certification required by 29 CFR Part 98, "Government Debarment and Suspension" i) Environmental Tobacco Smoke Certification, also known as the Pro-Children Act of 1994, Public Law 103-227 j) Others as may be included in the grant award letter for a specific grant. Unless otherwise agreed by the parties, the Contractor assumes and will discharge the obligations of the State as grantee and recipient under the Federal Terms and Conditions, including the specific and general Page 5 of 8 assurances as may be ered in Appendices thereto, concerning npliance of specific federal statutes such as those addressing the Civil Rights Act of 1964. 22. Special Conditions and Award Acceptance - Beyond those conditions contained in this contract special conditions may be incorporated into a grant award letter in the Scope and/or Grant Considerations paragraph(s) of the individual award or in an attachment to the award letter. These conditions, upon Contractor's acceptance of the grant or any amendments become a part of this contract, and legally binding under it. Contractor failure to object in writing to special conditions or other award provisions or terms within ten (10) days of the date the grant award letter or amendment is received by the Contractor shall constitute acceptance of same for the purposes of this paragraph. 23. Extent of Agreement - This Agreement is intended solely to fund the Project( s) proposed by Contractor and to define the rights and responsibilities between the parties with respect to such funding. This Agreement is not intended to create any third party rights, nor are third parties entitled to rely upon any provisions. 24. Order of Precedence - In the event of conflicts or inconsistencies between this contract and its exhibits or attachments, such conflicts or inconsistencies shall be resolved by reference to the documents in the following order of priority: A. Colorado Special Provisions B. Contract C. Award Letter and Award Provisions 25. Attachments - The State Grant Award Letters and all attachments to each award or amended award letter are considered to be attachments to and part of this contract. Page 6 of 8 (For Use Only with Inter-Governmental Contracts) 1. CONTROLLER'S APPROVAL. CRS 24-30-202 (1) This contract shall not be deemed valid until it has been approved by the Controller of the State of Colorado or such assistant as he may designate. 2. FUND AVAILABILITY. CRS 24-30-202 (5.5) Financial obligations of the State of Colorado payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. 3. INDEMNIFICATION. To the extent authorized by law, the contractor shall indemnify, save, and hold harmless the State against any and all claims, damages, liability and court awards induding costs, expenses, and attorney fees incurred as a result of any act or omission by the Contractor, or its employees, agents, subcontractors, or assignees pursuant to the terms of this contract. No term or condition of this contract shall be Construed or Interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection. or other provisions for the parties. of the Colorado Govemmentallmmunity Act. CRS 24-10-101 et seq. or the Federal Tort Claims Act, 28 U.S.C. 2671 et seq. as applicable. as now or hereafter amended. 4. INDEPENDENT CONTRACTOR. 4 CCR 801-2 THE CONTRACTOR SHALL PERFORM ITS DUTIES HEREUNDER AS AN INDEPENDENT CONTRACTOR AND NOT AS AN EMPLOYEE. NEITHER THE CONTRACTOR NOR ANY AGENT OR EMPLOYEE OF THE CONTRACTOR SHALL BE OR SHALL BE DEEMED TO BE AN AGENT OR EMPLOYEE OF THE STATE. CONTRACTOR SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX AND LOCAL HEAD TAX ON ANY MONIES PAID BY THE STATE PURSUANT TO THIS CONTRACT. CONTRACTOR ACKNOWLEDGES THAT THE CONTRACTOR AND ITS EMPLOYEES ARE NOT ENTITLED TO UNEMPLOYMENT INSURANCE BENEFITS UNLESS THE CONTRACTOR OR THIRD PARTY PROVIDES SUCH COVERAGE AND THAT THE STATE DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH COVERAGE. CONTRACTOR SHALL HAVE NO AUTHORIZATION, EXPRESS OR IMPLIED, TO BIND THE STATE TO ANY AGREEMENTS, LIABILITY, OR UNDERSTANDING EXCEPT AS EXPRESSLY SET FORTH HEREIN. CONTRACTOR SHALL PROVIDE AND KEEP IN FORCE WORKERS' COMPENSATION (AND PROVIDE PROOF OF SUCH INSURANCE WHEN REQUESTED BY THE STATE) AND UNEMPLOYMENT COMPENSATION INSURANCE IN THE AMOUNTS REQUIRED BY LAW, AND SHALL BE SOLELY RESPONSIBLE FOR THE ACTS OF THE CONTRACTOR, ITS EMPLOYEES AND AGENTS. 5. NON-DISCRIMINATION. The contractor agrees to comply with the letter and the spirit of all applicable state and federal laws respecting discrimination and unfair employment practices. 6. CHOICE OF LAW The laws of the State of Colorado and rules and regulations issued pursuant thereto shall be applied in the interpretation, execution, and enforcement of this contract. Any provision of this contract, whether or not incorporated herein by reference, which provides for arbitration by any extra-judicial body or person or which is otherwise in conflict with said laws. rules, and regulations shall be considered null and void. Nothing contained In any provision incorporated herein by reference which purports to negate this or any other special provision in whole or in part shall be valid or enforceable or available in any action at law whether by way of complaint, defense, or otherwise. Any proviSion rendered null and void by the operation of this provision will not invalidate the remainder of this contract to the extent that the contract is capable of execution. At all times during the performance of this contract, the Contractor shall strictly adhere to all applicable federal and state laws, rules, and regulations that have been or may hereafter be established. 7. SOFTWARE PIRACY PROHIBITION Governor's Executive Order D 002 00 No State or other public funds payable under this Contract shall be used for the acquisition, operation, or maintenance of computer software in violation of United States copyright laws or applicable licensing restrictions. The Contractor hereby certifies that, for the term of this Contract and any extensions, the Contractor has in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that the Contractor is in violation of this paragraph. the State may exerclse any remedy available at law or equity or under this Contract, induding, without limitation. immediate termination of the Contract and any remedy consistent with United States copyright laws or applicable licensing restrictions. 8. EMPLOYEE FINANCIAL INTEREST. CRS 24-18-201 & CRS 24-50-507 The signatories aver that to their knowledge, no employee of the State of Colorado has any personal or beneficial interest whatsoever in the service or property described herein. Effective Date: April 1 , 2004 THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT CONTRACTOR: STATE OF COLORADO: BILL OWE , GOVERNOR - Eagle County Health & Human Services Legal Name of Contracting Entity . PRE-APPROVED FORM CONTRACT REVIEWER: Arn Menconi, Chairman "\ ~~~ >~~ Eagle County Board of Commissioners Print Name & Title of Authorized Officer CORPORATIONS: (A corporate attestation is required.) (Place corporate seal here, if ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid until the State Controller, or such assistant as he may delegate, has signed it. The contractor is not authorized to begin performance until the contract is signed and dated below. If performance begins prior to the date below, the State of Colorado may not be obligated to pay for the goods and/or services provided. ~~ STATE CONTROLLER: Leslie M. Shenefelt By Date Effective Date: April 1, 2004 Page 8 of 8 Exhibit 1 Sample of Grant Award (or Award Amendment) Letter Exhibit 1 Department of Local Affairs Community Services Block Grant Award INITIAL AWARD: AMENDMENT: Increase Decrease _ Change:_ - 1. Contract Logging Inquiry Number (CLIN): /2. Encumbrance Number: 3. Accounting Line: 4. Vendor Number: 5. Master Contract Number: 6. Award Made to Grantee: 7. Total Award Amount: Award Type: _ Partial - Final ] (use if amended award letter only) 8. Performance Period: Start: 3/1/20_ End on or Before: 2/28/20_ 9. Scope of Service or Project Plan: The Contractor is awarded funds to provide services in the following Federal Objective(s) as identified in its CSBG Application and Project Plan: (Instruction: 1. Include applicable federal objectives only; 2. If Partial award, the Budget column and total row may be omitted; 3. Total row may be omitted if there is only one federal ob 'ective Federal Ob' ective Bud et Em 10 ent Education Income Management Housin Emer enc Services Nutrition Linka es with Other Pro ams Self-Sufficienc Health Total All receipts and expenditures associated with the Project shall be documented in a detailed and specific manner, and shall be in accordance with the Federal set forth above. Contractor may not adjust line item budget amounts Exhibit 1 without prior approval of the State. State approved budget changes shall be issued through an amended award letter. 10. Grant Considerations: All terms and conditions entered into by the State and the Grantee in the original Contract are incorporated by reference. The Award Provisions, Attachment A, is attached and considered to be part of this award letter. The Contractor's CSBG Application and Project Plan for the performance period is incOlporate by reference. 11. Award Acceptance. Contractor's failure to object in writing to special conditions or other award provisions or terms within ten (10) days of the date the grant award letter or amendment is received by the Contractor shall constitute acceptance of the terms and conditions as stated in the original Contract, this Award Letter, and the Award Provisions. 12. Reviewed Bv: 13. Issued Bv: Department of Local Affairs Pre-Approved Form Contract Reviewer Michael L. Beasley, Executive Director 14. Approval: CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid until the State Controller, or such assistant as he may delegate, has signed it. State Controller: Leslie M. Shenefelt , By: Date: Rose Marie Auten, Controller Department of Local Affairs Attachment A Sample of Award Provisions Attachment A AWARD PROVISIONS 1. Compensation and Method of Payment a) General: The State agrees to pay the Contractor, in consideration for the work and services to be performed, an amount not to exceed the amount awarded to date. Grant funds will be disbursed to Contractor on a reimbursement of actual cost basis, unless a request for advance is approved by the State. Payment will be made to the Contractor upon receipt of legitimate request for advance/reimbursement and a summary of expenditures from the Contractor for eligible grant expenses. The Contractor shall retain in its file all supporting documents for a request for advance/reimbursement. b) Advance of Funds: The Contractor shall minimize the time between the receipt of funds from the State and the disbursement of such funds. If the Contractor earned interest on such advances in excess of $100 per year, the excess interest shall be remit to the State. In cases where an advance of funds is authorized by the State, the Sub-Grantee will be responsible for maintaining expenditure records, and reconciling such expenditures with the advance of funds c) Year-end deobliQation-reallocation of funds: A potential exists that the total amount of the grant award may be increased or decreased as a result of a reallocation of funds made by the U. S. Department of Health and Human Services ("HHS"), Office of Community Services. Such action may occur after the end of the performance period for the grant. Such an action would deobligate funds not expended by this and reallocate funds to reimburse eligible program expenses incurred by this Grantee during the performance period, for which reimbursement has not been previously made. Such reallocation of funds shall not exceed the percentage of reimbursement, identified in the Grant Award Letter, of total eligible expenses incurred by the Sub-Grantee. Such actions will be made by Grant Award Letter Amendment, indicating the amount of the year-end deobligation or reallocation of funds made for the fiscal year, for each eligible jurisdiction. This Amendment will be signed by both the Executive Director of the Department of Local Affairs, and the Department of Local Affairs' designee authorized to sign for the State Controller, or their designees. The Grant Award Letter Amendment will be a valid contract amendment, effective retroactive to the contract performance period. 2. Current Award Period - This award shall be effective for grants of an annual recurring nature during the performance period, which routinely runs from March 1 of one year through February 28 of the next year. The federal appropriation process is such that the actual funds for these programs normally do not become available to the state until after the starting date of the performance period. This results in grant award letters being issued by the state for a performance period which may have started several months previously. The Sub-Grantee may have incurred eligible program expenses during this period and is, therefore, entitled to reimbursement for same under the terms and conditions of the grant program. 3. Amendments - All additional award letters issued under the Initial Award will be considered amendments only to the amounts or provisions in the Initial Award. All additional amounts awarded subsequently under this Award will be subject to all of the terms and conditions attached to this Award unless specifically amended therein. The State may request changes in the scope of services or any other provision in the award letter. Such changes in the scope of services or other provision shall be in writing via the issuance of an amended award letter, and shall be incorporated herein as part of this award. Any revisions to the scope of services or any other award provision initiated by the Contractor must be approved by the State and formalized through an amendment to the award letter. Page 1 of 4 Attachment A The Grant Award Letter amendment shall not be deemed valid until it shall have been approved by the State Controller or his designee. 4. Financial ManaQement - At all times from the effective date of this grant until completion of this project, the Sub-Grantee shall maintain properly segregated books of CSBG funds, and other funds associated with this project. Records shall be maintained in accordance with applicable local and state procedures and in accordance with applicable OMB Circulars (A-87 , A-102, A-110, A-122). 5. ReportinQ - The submission of reports in a timely manner shall be the responsibility of the Contractor and failure to comply may result in delay of payment of funds or termination of the contract. The Contractor will submit quarterly fiscal reports, semi-annual programmatic and narrative reports, and a final report in the format designated by the Community Services Block Grant Program. The required reports shall be submitted to the CSBG State office within the month following the end of each calendar quarter and upon the expiration and termination of the contract, or at such time as otherwise specified. As this form may undergo revisions, the Contractor will be notified 45 days prior to the date reports are to be submitted and will be provided with the reporting format and any additional documentation necessary. 6. Monitoring and Evaluation - The State will monitor and evaluate the Contractor for compliance with the terms of the contract, and the rules, regulations, requirements and guidelines, which the State has promulgated or may promulgate. The Contractor may also be subject to monitoring and evaluation by the federal/state grant funding agency or authorized agents. 7. Audit. a) Discretionarv Audit. The State, through the Executive Director of the Department, the State Auditor, or any of their duly authorized representatives and the federal government or any of its duly authorized representatives shall have the right to inspect, examine and audit the Contractor's and any subcontractor's records, books, accounts and other relevant documents. For the purposes of discretionary audit, the State specifically reserves the right to hire an independent Certified Public Accountant of the State's choosing. A discretionary audit may be requested at any time and for any reason from the effective date of this Contract until five (5) years after the date of each grant's official closeout, provided that the audit is performed during normal business hours. b) Mandatorv Audit. Whether or not the State or the federal government calls for a discretionary audit as provided above, the Contractor shall include the Project in its annual audit report as required by OMB Circular A-133, and/or the Colorado Local Government Audit Law, 29-1- 601, et seq, C.R.S., and State implementing rules and regulations. Such audit reports shall be simultaneously submitted to the Department and the State Auditor or federal agency as applicable. Thereafter, the Contractor shall supply the Department with copies of all correspondence from the State Auditor or applicable federal agency related to the relevant audit report. If the audit reveals evidence of non-compliance with applicable requirements, the Department reserves the right to institute compliance or other appropriate proceedings notwithstanding any other judicial or administrative actions filed pursuant to 29-1-607 or 29-1- 608, C.R.S. 8. Independent Contractor. 4 CCR 801-2 - the contractor shall perform its duties hereunder as an independent contractor and not as an employee. Neither the contractor nor any agent or employee of the contractor shall be or shall be deemed to be an agent or employee of the state. Contractor shall pay when due all required employment taxes and income tax and local head tax on any monies paid by the state pursuant to this contract. Contractor acknowledges that the contractor and its employees are not entitled to unemployment insurance benefits unless the contractor or third party provides such coverage and that the state does not pay for or otherwise provide such coverage. Contractor shall have no authorization, express or implied, to bind the state to any agreements, liability, or understanding except as expressly set forth herein. Contractor shall provide and keep in force Page 2 of 4 Attachment A workers'compensation (and provide proof of such insurance when requested by the state) and unemployment compensation insurance in the amounts required by law, and shall be solely responsible for the acts of the contractor, its employees and agents. 9. Contract Termination. This Contract may be terminated as follows: a) Termination Due to Loss of Fundinq. The parties hereto expressly recognize that the Contractor is to be paid, reimbursed, or otherwise compensated with funds provided to the State for the purpose of contracting for the services provided for herein, and therefore, the Contractor expressly understands and agrees that all its rights, demands and claims to compensation arising under this Contract are contingent upon receipt of such funds by the State. In the event that such funds or any part thereof are not received by the State, the State may immediately terminate or amend this Contract. To the extent that the Contractor must expend funds other than those provided by the State under this Agreement or must provide in-kind services in performing the work agreed upon hereunder, the State agrees that said expenditures and in-kind services are subject to the availability and annual appropriation of funds by the Contractor for said purpose. b) Termination for Cause. If, through any cause, the Contractor shall fail to fulfill in a timely and proper manner its obligations under this Contract, or if the Contractor shall violate any of the covenants, agreements, or stipulations of this Contract, the State shall thereupon have the right to terminate this Contract for cause by giving written notice to the Contractor of such termination and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other material prepared by the Contractor under this Contract shall, at the option of the State, become its property, and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Notwithstanding the above, the Contractor shall not be relieved of liability to the State for any damages sustained by the State by virtue of any breach of the Contract by the Contractor, and the State may withhold any payments to the Contractor for the purpose of offset until such time as the exact amount of damages due the State from the Contractor is determined. c) Termination for Convenience - The State may terminate the contract at any time the State desires. The State shall effect such termination by giving written notice of the termination to the Contractor and specifying the effective date thereof, at least twenty (20) days before the effective date of such termination. In that event all materials and documents as described above shall, at the option of the State, become its property and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such materials and documents. 10. Severabilitv - To the extent that this activity may be executed and performance of the obligations of the parties may be accomplished within the intent of the terms and conditions, the terms of the agreement are severable, and should any term or provision hereof be declared invalid or become inoperative for any reason, such invalidity or failure shall not affect the validity of any other term or provision hereof. The waiver of any breach of a term hereof shall not be construed as a waiver of any other term nor as waiver of a subsequent breach of the same term. 11. Assiqnment - Neither party, nor any subcontractor hereto, may assign its rights or duties pertaining to this grant without the prior written consent of the other party. 12. Non-discrimination- a) The Sub-Grantee shall comply with all applicable state and federal laws, rules, regulations, and executive orders of the Governor of Colorado involving non-discrimination on the basis of Page 3 of 4 Attachment A race, color, religion, national origin, age, handicap, or sex. Contractor may utilize the expertise of the State Minority Business Office within the Office of the Governor, for assistance in complying with the non-discrimination and affirmative action requirements of this grant and applicable statutes. b) Contractors shall be governed by the prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975, on the basis of handicap under Section 504 of the Rehabilitation Act, on the basis of sex under the Title IX of the Education Amendments of 1972, or on the basis of race color, or national origin under Title VI of the Civil Rights Act of 1976. Programs and activities under this Act are considered to be programs receiving federal financial assistance and are subject to all provision of EEO, except for those contractors who are under Section 679 of the CSBG Act, religious organization's exempt from Section 702 of the Civil rights Act of 1964 (42 U.S. C. 2003-1) regarding employment practices. 13. Compliance with Federal Aqreement Terms and Conditions - Federal Law - Rules and Regulations The Sub-Grantee shall comply with all terms and conditions the State has entered into with the federal government as a part of the grant application process and as spelled out in the grant agreement between the State of Colorado and the Federal Granting Agency, and all applicable federal laws, rules, and regulations related to this program. These include, but are not limited to, compliance with the following: a) Americans with Disabilities Act including Title II, Subtitle A/24, U.S.C. Sec. 12101 et seq and implementing reg ulations. b) OMB Circular A-87, A-102, A-110, A-122, and A-133 as applicable c} 31 U.S.C. S1352 - Prohibition Against use of Federal Funds for Lobbying. d} Privacy Act of 1974,5 U.S.C. S 5529 and Regulations adopted thereunder. e) Drug Free Workplace Act f) Title VI of the Civil Rights Act 42 U.S.C. Sec. 2000 d-1 et seq and its implementing regulation 44 C.F.R. part of et seq. g) Community Services Block Grant regulations, 45 CFR 96 h} Certification required by 29 CFR Part 98, "Government Debarment and Suspension" i) Environmental Tobacco Smoke Certification, also known as the Pro-Children Act of 1994, Public Law 103-227 Page 4 of 4 STATE OF COLORADO DEPARTMENT OF LOCAL AFFAIRS 1313 Sherman Street, Suite 521 Denver, Colorado 80203 Phone: (303) 866-2771 FAX: (303) 866-4819 TOO: (303) 866-5300 Bill Owens Governor Michael L. Beasley Executive Director MEMORANDUM it TO: CSBG Eligible 9rant~e . ) ~-,~,~r, A_l/~ ,,' ):\t.'v't/,))~}" ",' FROM: Lucia Smead,)tSBGt,i-ogram Manager \_, DATE: March 10,2005 RE: CSBG Umbrella Contract Enclosed is your fully executed Community Services Block Grant (CSBG) umbrella contract. This contract will be effective for five years. If there are any substantial changes in the reauthorization of the CSBG Act, a new umbrella contract will have to be executed. Within the next few weeks you will receive Exhibit 1 the "Award Letter" and Amendment A, which will state the dollar amount of the awarded CSBG dollars for your entity. This year we will have to provide a partial award initially, since we have only received our allocation of funding for two quarters for this current Federal Fiscal year. As we receive additional allocation, we will provide amended Award Letters indicating your increase in funding. We apologize for any inconvenience or confusion this may cause, but we cannot award dollars that have not been allocated to the State by the U.S. Department of Human Service, Office of Community Services. Thank you for your patience. If you have any questions you can reach me at either lucia.smead@state.co.us or 303-866-3128.