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Home My WebLink AboutC08-328EMPG/LEMS: Award # 9EM08L20 Phase I Waiver #: CFDA #EMPG - 97.042 Contract Routing # 09 NAA Encumbrance # 9EM08L20 Account Codes : SB00/708/FL08/3708/5120/$45100 STATE OF COLORADO DEPARTMENT OF LOCAL AFFAIRS Emergency Management Performance Grant (EMPG) GRANT AGREEMENT with EAGLE COUNTY TABLE OF CONTENTS 1. PARTIES .............................................................................................................................................................................. 1 2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY ................................................................................................. 1 3. RECITALS ........................................................................................................................................................................... 2 4. DEFINITIONS ..................................................................................................................................................................... 2 5. TERM and EARLY TERMINATION ................................................................................................................................. 3 6. STATEMENT of WORK ..................................................................................................................................................... 3 7. MATCHING FUNDS .......................................................................................................................................................... 3 8. GRANTEE FINANCIAL MANAGEMENT ....................................................................................................................... 3 9. PAYMENTS TO GRANTEE ............................................................................................................................................... 4 10. REPORTING AND NOTIFICATION ............................................................................................................................... 5 11. GRANTEE RECORDS ...................................................................................................................................................... 5 12. CONFIDENTIAL INFORMATION-STATE RECORDS .....................................................~.......................................... 6 13. CONFLICT OF INTEREST ............................................................................................................................................... 6 14. REPRESENTATIONS AND WARRANTIES .................................................................................................................. 7 15. INSURANCE ..................................................................................................................................................................... 8 16. DEFAULT-BREACH ........................................................:............................................................................................... 9 17. REMEDIES ........................................................................................................................................................................ 9 18. NOTICES and REPRESENTATIVES ............................................................................................................................. 11 19. GOVERNMENTAL IMMUNITY ................................................................................................................................... 11 20. LEGAL RESIDENT ......................................................................................................................................................... 12 21. GENERAL PROVISIONS ............................................................................................................................................... 12 22. COLORADO SPECIAL PROVISIONS .......................................................................................................................... 14 23. SIGNATURE PAGE ........................................................................................................................................................ 16 1. PARTIES THIS GRANT AGREEMENT ("Grant") is entered into by and between EAGLE COUNTY ("Grantee"), and the STATE OF COLORADO (the "State") acting by and through the Colorado Department of Local Affairs (the "Department") for the benefit of the Division of Emergency Management (CDEM). 2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY. This Grant shall not be effective or enforceable until approved and signed by the Colorado State Controller or authorized delegate ("Effective Date"), but shall be effective and enforceable thereafter in accordance with its provisions. The Department shall not be obligated to pay or reimburse Grantee for any performance Page 1 of 16 hereunder, including, but not limited to costs or expenses incurred, or be bound by any provision of this Grant prior to [select one of the following options A-B by checking the box next to selected option) A. Option ^ The Effective Date. B. Option ® The Effective Date; provided, however, that [check applicable sub-option(s)) i. Sub-Option ® all Project costs, if specifically authorized by the funding authority, incurred on or after October 1, 2007, maybe submitted for reimbursement as if incurred after the Effective Date; or ii. Sub-Option ^ all Project costs, if specifically authorized by the funding authority, incurred on or after insert federal grant's effective date and pre-award costs for insert purpose, if any, incurred on or after insert starting date allowed under the federal award for pre-award costs such costs, may be submitted for reimbursement as if incurred after the Effective Date. iii. Sub-Option ® all or some of the costs or expenses incurred by Grantee prior to the Effective Date which have been or will be paid with non-federal funds may be included as a part of Grantee's non-federal match requirement, set forth herein and in Exhibit B, Statement of Work, attached hereto and incorporated by reference herein, if such costs or expenses are properly documented as eligible expenses in accordance with Exhibit B Section 7.1.. 3. RECITALS A. Authority, Appropriation, And Approval Authority for this Grant arises from C.R.S. §24-32-2101 et seq. 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 and the required approval, clearance and coordination have been accomplished from and with appropriate agencies. B. Grantee Grantee is an eligible recipient of Grant Funds made available by the Program, as defined below, and awarded by this Grant. Grantee is aware of, willing and able to comply with all provisions specific to the Program, as set forth in Exhibit A and to complete the Project, described in Exhibit B. C. Purpose and Department's Role The Department administers funds made available to the Department for the purpose of enhancing all- hazards emergency management planning/preparedness, mitigation, response and recovery capabilities and programs in the State of Colorado by distributing Emergency Management Performance Grant funds to participating local governments and other eligible Grantees. The purpose of this agreement is detailed in Exhibit B. 4. DEFINITIONS The following terms as used herein shall be construed, interpreted, and or referenced as follows: A. Effective Date Effective Date means the date this Grant is effective and enforceable in accordance with §2, above herein. B. Exhibits and Other Attachments Exhibit means the following are attached hereto and incorporated by reference herein: Exhibit A (Applicable Law), Exhibit B (Statement of Work), Exhibit C (Annual Program Paper and Staffing Pattern). C. Goods Goods means any physical item produced or manufactured and acquired by Grantee either separately or in conjunction with the Services rendered hereunder that are required by the provisions hereof. D. Grant Funds Grant Funds means the funds available for distribution by the Department to Grantee for use in connection with the Project, as set forth in the Recitals and Statement of Work sections hereof. E. Party or Parties Party or Parties means one or both of the Department and Grantee. F. Program Page 2 of 16 Program means the federal or state funding for this Grant. G. Project Project means the Project described in the Recitals and Statement of Work sections hereof. H. Project Budget Project Budget means the Project Budget described in Exhibit B. I. Services Services means services performed or tangible material produced or delivered in completing the Project and in performance of Grantee's other obligations hereunder. J.Termination Date Termination Date means the date this Grant terminates as described in §5(A), below herein. K. Work Product Work Product means software, research, reports, studies, data, photographs, negatives or other finished or unfinished documents, drawings, models, surveys, maps, materials, or work product of any type, including drafts, prepared by Grantee in completing the Project and in performance of Grantee's other obligations hereunder. 5. TERM and EARLY TERMINATION A. Initial Term-Work Commencement The term of this Grant shall commence on the later of the Effective Date or July 21, 2008, and terminate on June 30, 2009, unless terminated earlier as provided below. Grantee's obligations under this Grant shall be undertaken and performed in the sequence and manner set forth in Exhibit B. Performance of this Grant shall commence as soon as practicable after the Effective Date. B. Department's Option to Extend The Department, in its sole discretion and upon written notice to Grantee, may unilaterally extend the term of this Grant for a period of up to three months under the same provisions as the original Grant. This extension shall terminate at the earlier of either the end of the three month period or when a replacement Grant is signed by the Parties and approved by the State Controller or authorized designee. Any other extension of the term of this Grant requires an amendment made in accordance with §21(B), below herein. C. Early Termination This Grant is subject to early termination in accordance with § 17(B), §9(B)(iii), and §22(2), all set forth below herein. 6. STATEMENT of WORK Grantee shall complete the Project and perform its other obligations as described herein and in Exhibit B. Grantee shall prosecute its obligations hereunder and in Exhibit B with due diligence to completion. The Department, in its sole discretion, but in accordance with limitations imposed by the Office of the State Controller, may change budgetary lines in the Project Budget section of Exhibit B. The Department shall send notice of such changes within 60 days in accordance with § 18, below herein. 7. MATCHING FUNDS A. Amount Grantee shall provide matching funds as provided in Exhibit B. Grantee shall raise the full amount of matching funds during the term of this Grant and shall report to the Department regarding the status of such funds as required in Exhibit B. B. Breach Grantee's failure to raise matching funds, to keep records, and/or to report may affect its continued participation in the Program under which this Grant operates. In addition, the Department may terminate this Grant under the Termination for Cause subsection of § 17, below herein, if the Department has reasonable evidence that Grantee will be unable to raise such matching funds during the term hereof. 8. GRANTEE FINANCIAL MANAGEMENT A. Accounts Grantee shall maintain properly segregated accounts of Grant funds, matching funds, and other funds associated with the Project and make those records available to the Department on request. All receipts Page 3 of 16 and expenditures associated with the Project shall be documented in a detailed and specific manner, in accordance with the Project Budget set forth in Exhibit B. B. Project Budget Line Item Adjustments Regarding budget lines within the Project Budget, Grantee may: [check oneJ i. ^ not adjust individual budget line amounts without approval of the Department. Such approval shall be in the form of: a) a notice issued by the Department in accordance with § 18, below herein; or b) an amendment in accordance with §21(B), below herein. ii. ®adjust individual budget line amounts without the Department's approval if (a) there are no transfers to or between administration budget lines; and if (b) the cumulative budgetary line item changes do not exceed ten percent of the total budgeted amount. 9. PAYMENTS TO GRANTEE Grantee shall be paid in the following amounts and manners, subject to return of any unexpended Grant Funds: A. Maximum Amount The maximum amount payable under this Grant to Grantee by the Department shall be $45,100.00, as determined by the Department from available funds. The Department shall reimburse Grantee for costs approved in the Grant budget, set forth in Exhibit B. Satisfactory performance under the terms of this Grant shall be a condition precedent to the Department's obligation to reimburse Grantee. The maximum amount of Grant Funds payable as reimbursement under this Grant, and any extension hereof, shall include all Grantee's fees, costs and expenses. B. Payment All payments are subject to the § 17 of this Grant. i. Method and Time Grantee periodically shall submit invoices to the Department in the form and manner set forth in Exhibit B, and attach timesheets, receipts and other requested documentation in the form and manner approved by the Department. Grantee shall submit request for reimbursements/invoices within 30 days after the end of the period for which payment is requested, and final billings under this Grant shall be received by the Department within 45 days after termination hereof. Untimely requests for payment may be accepted at the sole discretion of the Department. ii. Electronic Funds Transfer Payments shall be made by one of the following methods: a) by mutually agreeable method including in-person pickup, b) electronic funds transfer (EFT) if Grantee provides written EFT instructions to the Department on a form acceptable to the Department, or c) via the U.S. Postal Service or other delivery service to the address specified by Grantee in the remittance address section of Exhibit B. iii. Available Funds-Contingency-Termination The Department is prohibited by law from making fiscal commitments beyond the term of the State's current fiscal year. Therefore, Grantee's compensation is contingent upon the continuing availability of State appropriations as provided in §2 of the Colorado Special Provisions, set forth below. If federal funds are used with this Grant in whole or in part, the Department's performance hereunder is contingent upon the continuing availability of such funds. Payments pursuant to this Grant shall be made only from available funds encumbered for this Grant and the Department's liability for such payments shall be limited to the amount remaining of such encumbered funds. If State or federal funds are not appropriated, or otherwise become unavailable to fund this Grant, the Department may immediately terminate this Grant in whole or in part without further liability in accordance with § 17(B), below herein. iv. Erroneous Payments Payments made to Grantee in error for any reason, including, but not limited to overpayments or improper payments, at the Department's sole discretion, may be recovered from Grantee by deduction from subsequent payment under this Grant or other grants or contracts between the Page 4 of 16 Department and Grantee or by other appropriate methods or collected as a debt due to the Department. C. Unexpended Funds i. Return Any Grant Funds paid to Grantee and not expended in connection with this Grant shall be refunded by Grantee to the Department within 15 days of termination of this Grant. If Grantee receives Grant Funds hereunder during any fiscal year in excess of its spending limit for such fiscal year, Grantee shall refund all excess Grant Funds to the Department within 15 days of the later of (a) the receipt of such Grant Funds or (b) the determination of such excess. Under no circumstances shall unexpended or excess Grant Funds received by Grantee under this Grant be refunded or paid to any party other than the Department. ii. De-Obligation Any Grant Funds not required to complete Grantee's obligations hereunder shall be de-obligated by the Department. The Department shall send notice of such de-obligation within 60 days in accordance with § 18, below herein. iii. Offset If Grantee fails to return unexpended funds the Department may offset the amount not returned against any other unpaid funds the Department owes Grantee under any other grant, contract, or obligation between the Parties. 10. REPORTING AND NOTIFICATION Reports and analyses required under this section shall be made in accordance with procedures and in such form as prescribed by the Department. A. Performance, Progress, Personnel, and Funds Grantee shall comply with all reporting requirements set forth in Exhibit B. B. Litigation Within 10 days after being served with any pleading related to this Grant or the Project, in a legal action filed with a court or administrative agency, Grantee shall notify the Department of such action and deliver copies of such pleadings to the Department's principal representative in accordance with § 18, below herein. If a Department principal representative is not then serving, such notice and copies shall be delivered to the Executive Director of the Department. C. Noncompliance Grantee's failure to provide reports and notify the Department in a timely manner in accordance with this section may result in the delay of payment of funds and/or termination under § 17 of this Grant. 11. GRANTEE RECORDS Grantee shall make, keep, maintain and allow inspection and monitoring of the following records: A. Maintenance Grantee shall maintain a complete file of all records, documents, communications, notes and other written materials, electronic media files, and communications, pertaining in any manner to the Project or the delivery of Services (including, but not limited to the operation of programs) or Goods hereunder. Grantee shall maintain such records (the Record Retention Period) until the last to occur of the following: i. a period of three years after the date this Grant is completed or terminated, or ii. final payment is made hereunder, whichever is later, or iii. for such further period as may be necessary to resolve any pending matters, or iv. if an audit is occurring, or Grantee has received notice that an audit is pending, then until such audit has been completed and its findings have been resolved B. Inspection Grantee shall permit the State, the federal government or any other duly authorized agent of a governmental agency to audit, inspect, examine, excerpt, copy and/or transcribe Grantee's records related to this Grant during the Records Retention Period to assure compliance with the terms hereof or to evaluate Grantee's performance. The Department reserves the right to inspect the Project at all reasonable times and places during the term of this Grant, including any extension. If the Project does not conform to Grant requirements, the Department may require Grantee promptly to bring the Project into conformity with Grant requirements, at Grantee's sole expense. If the Project cannot be brought into conformance by Page 5 of 16 re-performance or other corrective measures, the Department may require Grantee to take necessary action to ensure that future performance conforms to Grant requirements and exercise the remedies available under this Grant, at law or inequity in lieu of or in conjunction with the preceding measure. C. Monitoring Grantee also shall permit the State, the federal government or any other duly authorized agent of a governmental agency, in the sole discretion of such governmental agency, to monitor all activities conducted by Grantee pursuant to this Grant, using any reasonable procedure, at the discretion of such governmental agency, including, but not limited to: internal evaluation procedures, examination of program data, special analyses, on-site checking, and formal audit examinations. All such monitoring shall be performed in a manner which will not unduly interfere with Grantee's performance hereunder. D. Final Audit Report If an audit is performed on Grantee's records for any fiscal year covering a portion of the term of this Grant, Grantee shall submit one copy of the final audit report to the Department's principal representative at the address specified in § 18, below herein. 12. CONFIDENTIAL INFORMATION-STATE RECORDS Grantee acknowledges that it may become privy to confidential information in connection with its performance hereunder, including but not limited to State records, personnel records, and information concerning individuals ("Confidential Information"). The following applies if Grantee receives confidential information: A. Confidentiality Grantee shall keep all Confidential Information confidential at all times and comply with all laws and regulations concerning confidentiality of information to the same extent applicable to the Department. Any request or demand for information in the possession of Grantee made by a third party shall be forwarded immediately to the Department's principal representative for resolution. B. Notification Grantee shall notify each of its agents, employees, sub-grantees, subcontractors and assigns (each a "Related Party") who may come into contact with Confidential Information that such party is subject to the confidentiality requirements set forth herein, and shall provide each Related Party with a written explanation of such requirements before permitting such party to access any information of the Department. C. Use, Security, and Retention No Confidential Information of any kind shall be distributed or sold to any third party or used by Grantee or a Related Party in any way, except as authorized by this Grant and as approved by the Department. Grantee shall provide and maintain a secure environment that ensures confidentiality of all State records and other Confidential Information wherever located. Confidential Information shall not be retained in any files or otherwise by Grantee or a Related Party, except as set forth in this Grant and approved by the Department. D. Disclosure-Liability Disclosure of State records or other Confidential Information by Grantee or a Related Party for any reason may be cause for legal action against Grantee or such Related Party by the State or third parties and defense of any such action shall be Grantee's sole responsibility. E. Health Insurance Portability & Accountability Act of 1996 ("HIPAA") This HIPAA section check oneJ ^ applies to or does not apply ®to this Grant. Federal law and regulations governing the privacy of certain health information requires a "Business Associate Contract" between the Department and Grantee. 45 C.F.R. Section 164.504(e). Attached and incorporated herein by reference and agreed to by the Parties is a H1PAA Business Associate Addendum for H1PAA compliance. Terms of the Addendum shall be considered binding upon execution of this Grant and shall remain in effect during the term of this Grant, including any extension. 13. CONFLICT OF INTEREST A. Definition and Appearance Grantee shall not engage in any business or personal activities or practices or maintain any relationships which conflict in any way with the full performance of Grantee's obligations hereunder. Grantee acknowledges that with respect to this Grant, even the appearance of a conflict of interest is harmful to Page 6 of 16 the Department's interests. Absent the Department's prior written approval, Grantee shall refrain from any practices, activities or relationships which reasonably appear to be in conflict with the full performance of Grantee's obligations to the Department hereunder. Grantee shall comply with the provisions of CRS § 18-8-308 and §24-18-101-109. B. Specific Prohibitions Grantee's and sub-grantee's respective officers, employees, or agents shall neither solicit nor accept gratuities, favors, or anything of monetary value from Grantee's potential subgrantees, or parties to sub- contracts. Grantee's employees, officers, agents or any permitted sub-grantees shall not participate in the selection, award, or administration of this Grant or any sub-grant or sub-contract, if an actual or apparent conflict of interest would occur. Such a conflict would arise when any of the following has a financial or other interest in the firm selected for award: i. an employee, officer, agent or board member; ii. any member of the employee's immediate family; iii. an employee's partner; or iv. an organization, which employs, or is about to employ, any of the aforementioned. C. Determination by Department -Default If Grantee is uncertain as to the existence of a conflict of interest, Grantee shall submit to the Department a disclosure statement setting forth the relevant details for the Department's consideration. Failure to promptly submit a disclosure statement or to follow the Department's direction in regard to the apparent conflict shall be considered a material default of this Grant and grounds for termination under the Termination for Cause subsection of § 17, below herein. D. Code of Performance Grantee, and sub-grantees and subcontractors, if any, shall maintain a written code of standards governing the performance of their respective employees, agents, and contractors engaged in the award and administration of this Grant, or subcontract or subgrant, if any. Grantee shall provide a copy of such code to the Department within 10 days of the Department's written request therefore. 14. REPRESENTATIONS AND WARRANTIES The Parties make the following specific representations and warranties to each other, upon which each is relying in entering into this Grant. A. Standard and Manner Of Performance Grantee shall perform its obligations hereunder, including in accordance with the highest professional standard of care, skill and diligence. Grantee shall perform its obligations hereunder in the sequence and manner set forth in Exhibit B. B. Inspection and Verification The Department reserves the right to inspect and monitor Grantee's performance hereunder at all reasonable times and places to verify that they conform to the requirements of Exhibit B. If Grantee's performance does not conform to Grant requirements, the Department may require Grantee promptly to bring its performance into conformity with Grant requirements, at Grantee's sole expense. If the Project cannot be brought into conformance by corrective measures, the Department may require Grantee to take necessary action to ensure that future performance conforms to Grant requirements and exercise the remedies available under this Grant, at law or in equity in lieu of or in conjunction with the preceding measure. C. Legal Authority-Grantee and Grantees Signatory Grantee warrants that it possesses the legal authority to enter into this Grant and has taken all actions required by its procedures, by-laws, and/or applicable laws to exercise that authority, and to lawfully authorize its undersigned signatory to execute this Grant and to bind Grantee to its terms. The person signing and executing this Grant on behalf of Grantee hereby represents and warrants and guarantees that they have full authorization to do so. If requested by the Department, Grantee shall provide the Department the basis for Grantee's authority to enter into this Grant within 15 days of receiving such request. D. Licenses, Permits, Etc Grantee represents and warrants that as of the Effective Date it has, and that at all times during the term hereof it will have, at its sole expense, all licenses, certifications, approval, insurance, permits, and other Page 7 of 16 authorization required by law to perform its obligations hereunder. Additionally, all employees of Grantee performing services under this Grant shall hold the required licenses or certifications, if any, to perform their duties, Grantee, if a foreign corporation or other entity transacting business in the State of Colorado, further certifies that it currently has obtained and shall maintain any applicable certificate of authority to transact business in the State of Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non-renewal of licenses, certifications, approvals, insurance, permits or any such similar requirements necessary for Grantee to properly perform this Grant, shall be deemed to be a default by Grantee and grounds for termination under Grant § 17(A). E. Breach If the Grantee breaches any of its representations or warranties, the Department may require Grantee to promptly perform its obligations again in conformity with Grant requirements, at no additional cost to the Department. If such breaches cannot be, or are not cured, the Department may, in addition to any other remedies provided for in this Grant, require Grantee to take necessary action to ensure that future performance conforms to the provisions of this Grant; and equitably reduce the payment due to Grantee to reflect the reduced value of the Project. Any reduction, delay or denial of payment under this provision shall not constitute a breach of Grant or default by the Department. 15. INSURANCE Grantee and its sub-grantees and subcontractors shall obtain and maintain insurance as specified in this section at all times during the term of this Grant: All policies evidencing the insurance coverages required hereunder shall be issued by insurance companies satisfactory to Grantee and the State. A. Grantee i. Public Entities If Grantee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24-10-101, et seq., as amended (the Governmental Immunity Act"), then Grantee shall maintain at all times during the term of this Grant such liability insurance, by commercial policy or self- insurance, as is necessary to meet its liabilities under such Act. Grantee shall show proof of such insurance satisfactory to the Department, if requested by the Department. Grantee shall require each grant or contract with asub-grantee or subcontractor which is a public entity, providing Goods or Services in connection with this Grant, to include the insurance requirements necessary to meet sub- grantees liabilities under the Act. ii. Non-Public Entities If Grantee is not a "public entity" within the meaning of the Governmental Immunity Act, Grantee shall obtain and maintain during the term of this Grant insurance coverage and policies meeting the same requirements set forth in subsection B of this section with respect to sub-grantees and sub- contractors which are not "public entities". B. Sub-grantees and Subcontractors Grantee shall require each contract with asub-grantee or subcontractor, other than those that are public entities, providing Goods or Services in connection with this Grant to include insurance requirements substantially similar to the following: i. Worker's Compensation Worker's Compensation Insurance as required by State statute, and Employer's Liability Insurance covering all of sub-grantee or subcontractor employees acting within the course and scope of their employment. ii. General Liability Commercial General Liability Insurance written on ISO occurrence form CG 00 Ol 10/93 or equivalent, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows: a) $1,000,000 each occurrence; b) $1,000,000 general aggregate; c) $1,000,000 products and completed operations aggregate; and d) $50,000 any one fire. If any aggregate limit is reduced below $1,000,000 because of claims made or paid, sub-grantee or subcontractor shall immediately obtain additional insurance to restore the full aggregate limit and Page 8 of 16 furnish to Grantee a certificate or other document satisfactory to Grantee showing compliance with this provision. iii. Automobile Liability Automobile Liability Insurance covering any auto (including owned, hired and non-owned autos) with a minimum limit of $1,000,000 each accident combined single limit. iv. Additional Insured Grantee and the State shall be named as additional insured on the Commercial General Liability and Automobile Liability Insurance policies (leases and construction contracts require additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent). v. Primacy of Coverage Coverage required of the sub-grantee or subcontractor shall be primary over any insurance or self- insurance program carried by Grantee or the State. vi. Cancellation The above insurance policies shall include provisions preventing cancellation or non-renewal without at least 45 days prior notice to the Grantee and the State by certified mail. vii. Subrogation Waiver All insurance policies in any way related to the Grant and secured and maintained by Grantee's sub- grantees or subcontractors as required herein shall include clauses stating that each carrier shall waive all rights of recovery, under subrogation or otherwise, against Grantee or the State, its agencies, institutions, organizations, officers, agents, employees, and volunteers. C. Certificates Each of Grantee's subcontractors and subgrantees shall provide certificates showing insurance coverage required hereunder to Grantee within seven business days of the Effective Date, but in no event later than the commencement of the Services or delivery of the Goods under the subcontract or subgrant. No later than 15 days prior to the expiration date of any such coverage, each subcontractor or subgrantee shall deliver to Grantee certificates of insurance evidencing renewals thereof upon request by the Department or at any other time during the term of a subcontract or subgrantee, Grantee may request in writing, and the subcontractor or subgrantee shall thereupon within 10 days supply to Grantee, evidence satisfactory to Grantee and the Department of compliance with the provisions of this section. 16. DEFAULT-BREACH A. Defined In addition to any breaches or defaults specified in other sections of this Grant, including, but not limited to the §22 below herein, the failure of either Party to perform any of its material obligations hereunder in whole or in part or in a timely or satisfactory manner, constitutes a default or breach. The institution of proceedings under any banla-uptcy, insolvency, reorganization or similar legislation, by or against Grantee, or the appointment of a receiver or similar officer for Grantee or any of its property, which is not vacated or fully stayed within 20 days after the institution or occurrence thereof; shall also constitute a default. B. Notice and Cure Period In the event of a default or breach, notice of such shall be given in writing by the aggrieved Party to the other Party in the manner provided in § 18, below herein. If such default or breach is not cured within 30 days of receipt of written notice or, if a cure cannot be completed within 30 days, cure of the default or breach has not begun within said period and pursued with due diligence, the aggrieved Party may terminate this Grant by providing written notice thereof, as provided for in § 18, below herein, specifying the effective date of the termination. Notwithstanding anything to the contrary herein, the Department, in its sole discretion, need not provide advance notice or a cure period and may immediately terminate this Grant in whole or in part if reasonably necessary to preserve public safety or to prevent immediate public crisis. 17. REMEDIES If Grantee is in default or breach under any provision of this Grant, the Department shall have all of the remedies listed in this section in addition to all other remedies set forth in other sections of this Grant. The Department may exercise any or all of the remedies available to it, in its sole discretion, concurrently or consecutively. Page 9 of 16 A. Termination for Cause and/or Default If Grantee fails to perform any of its obligations hereunder with such diligence as is required to ensure its completion in accordance with the provisions of this Grant and in a timely manner, the Department may notify Grantee of such non-performance in accordance with the § 16, above and § 18, below herein. If Grantee thereafter fails to promptly cure such non-performance within the cure period, the Department, at its option, may terminate this entire Grant or such part of this Grant as to which there has been delay or a failure to properly perform. Exercise by the Department of this right shall not be deemed a breach of its obligations hereunder. Grantee shall continue performance of this Grant to the extent not terminated, if any. i. Obligations and Rights To the extent specified in the termination notice, Grantee shall not incur further obligations or render further performance hereunder past the effective date of such notice, and shall also terminate outstanding orders and subcontracts with third parties. However, Grantee shall complete and deliver to the Department all Services and Goods not cancelled by the termination notice and may incur obligations as are necessary to do so within the Grant terms. In the sole discretion of the Department, Grantee shall assign to the Department all of Grantee's right, title, and interest under such terminated orders or subcontracts. Upon termination, Grantee shall take timely, reasonable and necessary action to protect and preserve property in the possession of Grantee in which the Department has an interest. All materials owned by the Department in the possession of Grantee shall be immediately returned to the Department. All Work Product, at the option of the Department, shall be delivered by Grantee to the Department and shall become the Department's property. ii. Payments The Department shall pay Grantee only for accepted performance received up to the date of termination. If, after termination by the Department, it is determined that Grantee was not in default or that Grantee's action or inaction was excusable, such termination shall be treated as a termination in the public interest and the rights and obligations of the Parties shall be the same as if this Grant had been terminated in the public interest, as described in § 17(B), below herein. iii. Damages and Withholding Notwithstanding any other remedial action by the Department, Grantee also shall remain liable to the Department for any damages sustained by the Department by virtue of any default under this section by Grantee and the Department may withhold any payment to Grantee for the purpose of mitigating the Department's damages, until such time as the exact amount of damages due to the Department from Grantee is determined. Further, the Department may withhold amounts due to Grantee as the Department deems necessary to protect the Department against loss because of outstanding liens or claims of former lien holders and to reimburse the Department for the excess costs incurred in procuring similar goods or services. Grantee shall be liable for excess costs incurred by the Department in procuring from third parties replacement Services or substitute Goods as cover. B. Early Termination for the Public Interest The Department is entering into this Grant for the purpose of carrying out the public policy of the State of Colorado, as determined by its Governor, General Assembly, and Courts. If this Grant ceases to further the public policy of the State, the Department, in its sole discretion, may terminate this Grant in whole or in part. Exercise by the Department of this right shall not be deemed a breach of the Department's obligations hereunder. This subsection shall not apply to a termination of this Grant by the Department for cause or default by Grantee, which shall be governed by § 17(A), above herein. i. Method and Content The Department shall notify Grantee of the termination in accordance with § 16, above and § 18, below herein, specifying the effective date of the termination and whether it affects all or a portion of this Grant. ii. Obligations and Rights Upon receipt of a termination notice, Grantee shall be subject to and comply with §17(A)(i), above herein. iii. Payments Page to of 16 If this Grant is terminated by the Department in furtherance of the public interest of the State of Colorado, Grantee shall be paid for satisfactory performance up to the date of termination less payments previously made. C. Remedies Not Involving Termination The Department, its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to the Department: i. Suspend Performance Suspend Grantee's performance with respect to all or any portion of this Grant pending necessary corrective action as specified by the Department without entitling Grantee to an adjustment in price/cost or performance schedule. Grantee shall promptly cease performance and incurring costs in accordance with the Department's directive and the Department shall not be liable for costs incurred by Grantee after the suspension of performance under this provision. ii. Withhold Payment Withhold payment to Grantee until corrections in services are satisfactorily completed and /or acceptable goods are provided. iii. Deny Payment Deny payment for those Services not performed and/or Goods not provided and which due to circumstances caused by the Grantee cannot be performed or provided or, if performed or provided, would be of no value to the Department; provided, that any denial of payment must be reasonably related to the value of work, performance or Goods lost to the Department. iv. Removal Demand removal of any of Grantee's employees, agents, or subcontractors whom the Department deems incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued relation to this Grant is deemed to be contrary to the public interest or not in the Department's best interest. Replacement of any key personnel hereunder shall be done in accordance with the relevant provisions of Exhibit B. 18. NOTICES and REPRESENTATIVES Each individual identified below is the principal representatives of the designating Party. All notices required to be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such Party's principal representative at the address set forth below. In addition to, but not in lieu of, hard-copy notice, notice also may be sent by e-mail to the e-mail addresses, if any, set forth below. Either Party may from time to time designate by written notice substitute addresses or persons to whom such notices shall be sent. Unless otherwise provided herein, all notices shall be effective upon receipt. A. Department: Hans Kallam, Director Colorado Department of Local Affairs Division of Emergency Management 9195 E. Mineral Ave., Ste 200 Centennial, CO 80112 Email: hans.kallam(~state.co.us B. Grantee: Barry Smith, Emergency Management Director Eagle County Eagle Count~Emergency Management 401 Main St., Suite 101 B500 Broadway Eagle, CO 81631 Email: 19. GOVERNMENTAL IMMUNITY Notwithstanding any other provision to the contrary, nothing herein shall constitute a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions of the Colorado Governmental Immunity Act, §CRS 24-10-101, et seq., as amended. Liability for claims for injuries to persons or property arising from the negligence of the State of Colorado, its departments, institutions, Page 11 of 16 agencies, boards, officials, and employees is controlled and limited by the provisions of the Governmental Immunity Act and the risk management statutes, CRS §24-30-1501, et seq., as amended. 20. LEGAL RESIDENT This legal resident section [check oneJ ^ applies to or does not apply ®to this Grant. Grantee must confirm that any individual natural person eighteen years of age or older is lawfully present in the United States pursuant to CRS §24-76.5-101 et seq. when such individual applies for public benefits provided under this Grant by requiring the following: A. Identification: The applicant shall produce one of the following personal identifications: i. A valid Colorado driver's license or a Colorado identification card, issued pursuant to article 2 of title 42, C.R.S.; or ii. A United States military card or a military dependent's identification card; or iii. A United States Coast Guard Merchant Mariner card; or iv. A Native American tribal document. B. Affidavit The applicant shall execute an affidavit herein attached as Form 1, Affidavit of Legal Residency, stating: i. That they are United States citizen or legal permanent resident; or ii. That they are otherwise lawfully present in the United States pursuant to federal law. 21. GENERAL PROVISIONS A. Assignment Except as otherwise specifically provided in Exhibit A, Grantee's rights and obligations hereunder are personal and may not be transferred, assigned or subcontracted, without the prior, written consent of the State. Any attempt at assignment, transfer, subcontracting without such consent shall be void. All assignments, subcontracts subcontractors approved by Grantee or the State shall be subject to the provisions hereof. Grantee shall be solely responsible for all aspects of subcontracting arrangements and performance. B. Binding Effect Unless otherwise provided herein, all provisions herein contained, including the benefits and burdens, shall extend to and be binding upon the Parties' respective heirs, legal representatives, successors, and assigns. C. Captions The captions and headings in this Agreement are for convenience of reference only, and shall not be used to interpret, define, or limit its provisions. D. Counterparts This Agreement may be executed in multiple identical original counterparts, all of which shall constitute one agreement. E. Entire Understanding This Agreement represents the complete integration of all understandings between the Parties and all prior representations and understandings, oral or written, are merged herein. Prior or contemporaneous addition, deletion, or other amendment hereto shall not have any force or affect whatsoever, unless embodied herein. F. Federal Funding-List of Selected Applicable Laws Contractor at all times during the performance of this Contract shall comply with all applicable Federal and State laws and their implementing regulations, currently in existence and as hereafter amended, including without limitation those set forth on Exhibit A, Applicable Laws, attached hereto, which laws and regulations are incorporated herein and made part hereof. Contractor also shall require compliance with such laws and regulations by sub-contractors under sub-contracts permitted by this Contract. G. Jurisdiction and Venue All suits, actions, or proceedings related to this Agreement shall be held in the State of Colorado and the Parties herby agree that venue shall be proper in the City and County of Denver. H. Modification Page 12 of 16 i. By the Parties This Agreement is subject to such modifications as may be required by changes in Federal or Colorado State law, or their implementing regulations. Any such required modification automatically shall be incorporated into and be part of this Agreement on the effective date of such change, as if fully set forth herein. ii. By Operation of Law Except as specifically provided in this Agreement, modifications of this Agreement shall not be effective unless agreed to in writing by both parties in an amendment to this Agreement, properly executed and approved in accordance with Colorado State law and State Fiscal Rules. I. Order of Precedence The provisions of this Agreement shall govern the relationship of the State and Grantee. In the event of conflicts or inconsistencies between this Agreement and its exhibits and attachments, such conflicts or inconsistencies shall be resolved by reference to the documents in the following order of priority: i. Section 22, Colorado Special Provisions ii. Sections 1 through 21 of Grant Agreement iii. Exhibit A, Applicable Laws iv. Exhibit B, Statement of Work v. Exhibit C, Grant Application Packages vi. Additional Guidance issued by the State ar Department J. Severability Provided this Agreement can be executed and performance of the obligations of the Parties accomplished within its intent, the provisions hereof are severable and any provision that is declared invalid or becomes inoperable for any reason shall not affect the validity of any other provision hereof. K. Survival of Certain Agreement Terms Notwithstanding anything herein to the contrary, provisions of this Agreement requiring continued performance, compliance, or effect after termination hereof, shall survive such termination and shall be enforceable by the State if Grantee fails to perform or comply as required. L. Third Party Beneficiaries Enforcement of this Agreement and all rights and obligations hereunder are reserved solely to the Parties, and not to any third party. Any services or benefits which third parties receive as a result of this Agreement are incidental to the Agreement, and do not create any rights for such third parties. M. Waiver Waiver of any breach of a term, provision, or requirement of this Agreement any right or remedy hereunder, whether explicitly or by lack of enforcement, shall not be construed or deemed as a waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement. THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK Page 13 of 16 22. COLORADO SPECIAL PROVISIONS These Special Provisions apply to all State contracts except where noted in italics. A. 1. CONTROLLER'S APPROVAL. CRS §24-30-202 (1). This Grant shall not be deemed valid until it has been approved by the Colorado State Controller or designee. B. 2. FUND AVAILABILITY. CRS §24-30-202(5.5). Financial obligations of the State payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. C. 3. INDEMNIFICATION. Grantee shall indemnify, save, and hold harmless the State, its employees and agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred as a result of any act or omission by Grantee, or its employees, agents, subcontractors, or assignees pursuant to the terms of this Grant. jApplicable Only to Intergovernmental Grants) No term or condition of this Grant shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions, of the Colorado Governmental Immunity 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. D. 4. INDEPENDENT CONTRACTOR. 4 CCR 801-2. Grantee shall perform its duties hereunder as an independent contractor and not as an employee. Neither Grantee nor any agent or employee of Grantee shall be or shall be deemed to be an agent or employee of the state. Grantee shall pay when due all required employment taxes and income taxes and local head taxes on any monies paid by the state pursuant to this Grant. Grantee acknowledges that Grantee and its employees are not entitled to unemployment insurance benefits unless Grantee or a third party provides such coverage and that the state does not pay for or otherwise provide such coverage. Grantee shall have no authorization, express or implied, to bind the state to any agreement, liability or understanding, except as expressly set forth herein. Grantee 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 its acts and those of its employees and agents. E. 5. NON-DISCRIMINATION. Grantee agrees to comply with the letter and the spirit of all applicable State and federal laws respecting discrimination and unfair employment practices. F. 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 Grant. Any provision of this Grant, 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 Grant, to the extent that this Grant is capable of execution. At all times during the performance of this Grant, Grantee shall strictly adhere to all applicable federal and State laws, rules, and regulations that have been or may hereafter be established. G. 7. VENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4. [ [Not Applicable to Intergovernmental Grants) The State Controller may withhold payment of certain debts owed to State agencies under the State's vendor offset intercept system for: (a) unpaid child support debts or child support arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101, et. seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d) amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts certified by the State Controller as owing to the State as a result of final agency determination or judicial action. Page 14 of 16 H. 8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. No State or other public funds payable under this Grant shall be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. Grantee hereby certifies that, for the term of this Grant and any extensions, Grantee has in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that Grantee is in violation of this paragraph, the State may exercise any remedy available at law or equity or under this Grant, including, without limitation, immediate termination of this Grant and any remedy consistent with federal copyright laws or applicable licensing restrictions. I. 9. EMPLOYEE FINANCIAL INTEREST. CRS §24-18-201 and §24-50-507. The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest whatsoever in the service or property described in this Grant. J. lO.PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. Not Applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental agreements, or information technology services or products and services) Grantee certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this Grant and will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Grant, through participation in the E-Verify Program or the Department program established pursuant to CRS §8-17.5-102(5)(c), Grantee shall not knowingly employ or contract with an illegal alien to perform work under this Grant or enter into a contract with a subcontractor that fails to certify to Grantee that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Grant. Grantee (a) shall not use E-Verify Program or Department program procedures to undertake pre-employment screening of job applicants while this Grant is being performed, (b) shall notify the subcontractor and the contracting State agency within three days if Grantee has actual knowledge that a subcontractor is employing or contracting with an illegal alien for work under this Grant, (c) shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three days of receiving the notice, and (d) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Grantee participates in the Department program, Grantee shall deliver to the contracting State agency, institution of higher education or political subdivision a written, notarized affirmation, affirming that Grantee has examined the legal work status of such employee, and comply with all of the other requirements of the Department program. If Grantee fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., the contracting State agency, institution of higher education or political subdivision may terminate this Grant for breach and, if so terminated, Grantee shall be liable for damages. K. 11.PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS §24-76.5-101. Grantee, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has produced one form of identification required by CRS §24-76.5-103 prior to the effective date of this Grant. Revised May 13, 2008 THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK Page 15 of 16 23. SIGNATURE PAGE THE PARTIES HERETO HAVE EXECUTED THIS GRANT ~. Persons signing for Grantee hereby swear and affirm that they are authorized to act on Grantee's behalf and acknowledge that the State is relying on their representations to that effect. GRANTEE STATE OF COLORADO EAGLE COUNTY Bill Ritter, Jr., GOVERNOR DEPARTMENT OF LOCAL AFFAIRS -----' BY~ 2-~e~ ~C ~\n,nV p n By: Susan E. Kirkpatrick, Executive Director Title: ~ ~ R~+y~a- -~ ~ Date: ~ * Signature PRE-APPROVED FORM CONTRACT REVIEWER Date: ~~.•~~`CJ~ By: William F. Archambault, Jr. Date: ALL GRANTS REQUIRE APPROVAL by the STATE CONTROLLER CRS §24-30-202 requires the State Controller to approve all State Grants. This Grant is not valid until signed and dated below by the State Controller or delegate. Grantee is not authorized to begin performance until such time. If Grantee begins performing prior thereto, the State of Colorado is not obligated to pay Grantee for such performance or for any goods and/or services provided hereunder. STATE CONTROLLER David J. McDermott, CPA By: Rose Marie Auten, Controller Delegate Date• Page 16 of 16 2008 EMPG/LEMS: Award #9EM08L20 EXHIBIT A APPLICABLE LAWS Federal laws and regulations incorporated into this Grant include, without limitation: 1. Age Discrimination Act of 1975, 42 U.S.C. Sections 6101, et seq. 2. Age Discrimination in Employment Act of 1967, 29 U.S.C. 621-634 3. Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. 12101, et seq. 4. Equal Pay Act of 1963, 29 U.S.C. 206(d) 5. Immigration Reform and Control Act of 1986, 8 U.S.C. 1324b 6. Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794 7. Title VI of the Civil Rights Act of 1964, 42 U.S.C. 2000d 8. Title VII of the Civil Rights Act of 1964, 42 U.S.C. 2000e 9. Title IX of the Education Amendment of 1972, 20 U.S.C. 1681, et seq. 10. Section 24-34-301, et seq., Colorado Revised Statutes 1997, as amended 11. The applicable of the following: 11.1. Cost Principals for State, Local and Indian Tribal Governments, 2 C.F.R. 225, (OMB Circular A-87); 11.2. Cost Principals for Education Institutions, 2 C.F.R. 220, (OMB Circular A-21); 11.3. Cost Principals for Non-Profit Organizations, 2 C.F.R. 230, (OMB Circular A-122), and 11.4. Audits of States, Local Governments, and Non-Profit Organizations (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. 11.5. Immigration Status -Cooperation with Federal Officials, CRS 29-29-101, et seq. 11.6. Davis-Bacon Act, 40 U.S.C. SS 276a to 276a-7. 11.7. Copeland Act, 40 U.S.C. S 276c and 18 U.S.C. SS 874. 11.8. Contract Work Hours and Safety Standards Act, 40 U.S.C. SS 327-333, regarding labor standards for federally assisted construction sub-awards. 11.9. Wild and Scenic Rivers Act of 1968, 16 U.S.C. SS 1271 et. seq., related to protecting components or potential components of the national wild and scenic rivers system. 11.10. National Historic Preservation Act of 1966, as amended, 16 U.S.C. 470, Executive Order No. 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974, 16 U.S.C. 469a-1 et. seq. 11.11. Robert T. Stafford Disaster Assistance and Emergency Relief Act (Stafford Act), 42 U.S.C. 5121 et seq., as amended. 11.12. National Flood Insurance Act of 1968, 42 U.S.C. 4001 et. seq. 11.13. Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA), 42 U.S.C. 104. 11.14. Department of Defense Authorization Act of 1986, Title 14, Part B, Section 1412, Public Law 99-145, 50 U.S.C. 1521. 11.15. USA PATRIOT Act of 2001, (Pub. L. 107-56). 11.16. Digital Television Transition and Public Safety Act of 2005, (Pub L. 109-171) 12. Federal Emergency Management Agency, Department of Homeland Security Regulations: All Applicable Portions of 44 C.F.R Chapter 1, with the following Parts specially noted and applicable to all grants of FEMA/DHS funds: 12.1. Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments, 44 C.F.R. 13. Page 1 of 2 - Exhibit A -Applicable Laws 12.2. Governmentwide Debarment and Suspension (Nonprocurement) and Requirements for Drug-Free Workplace, 44 C.F.R. 17. 12.3. New Restrictions on Lobbying, 44 C.F.R. 18. 13. Privacy Act of 1974, 5 U.S.C. S 5529 and Regulations adopted thereunder (44 C.F.R. 6). 14. Prohibition against use of Federal Funds for Lobbying, 31 U.S.C. 1352 15. None of the funds made available through this agreement shall be used in contravention of the Federal buildings performance and reporting requirements of Executive Order No. 13123, part 3 of title V of the National Energy Conservation Policy Act, 42 U.S.C. 8251 et. Seq., or subtitle A of title I of the Energy Policy Act of 2005 (including the amendments made thereby). 16. None of the funds made available shall be used in contravention of section 303 of the Energy Policy Act of 1992, 42 U.S.C. 13212. 17. Buy American Act, 41 U.S.C. l0a et seq. 18. EMPG 2008 Federal Grant Guidance THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK Page 2 of 2 - Exhibit A -Applicable Laws 2008 EMPG/LEMS: Award #9EM08L20 EXHIBIT B -STATEMENT OF WORK Emergency Management Performance Grant (EMPG) 1. GENERAL DESCRIPTION OF THE PROJECT(S). Grantee will carryout the annual work plans in the Annual Program Paper (Exhibit C) for each of the Emergency Management Functions (EMF). Grantee must participate in NIMSCAST by entering or updating the Grantee's data as part of meeting the NIMS compliance requirements. 1.1. Eligible/approve expenses. Eligible expenses include up to one-half (50%) of the costs for salaries and benefits for Grantee's emergency manager and emergency management staff, travel, emergency management office operational costs, and the costs associated with, emergency management exercises, training and planning. The required 50% non-federal match need not be provided by the Grantee on a line-item by line-item basis, but must be 50% of the total overall expenditures. Reimbursement will not exceed the federal share awarded herein unless an amendment is processed to this contract to increase the amount of the award. No more than 3% of this Grant may be used for Management and Administration (M&A) costs. It should be noted that salaries of local emergency managers are not typically categorized as M&A, unless the local Emergency Management Agency (EMA) chooses to assign personnel to specific M&A activities. No EMPG funds may be used for the construction, modiEcation or renovation of emergency operating centers (EOC). Additional specific eligible and ineligible cost information is listed in the 2008 EMPG program guidance at http://www.fema.gov/ df/emergency/empg/fy08 empg_guidance.pdf. 1.2. Identification of Subgrant. NONE. 2. DEFINITIONS: 2.1. List specialized terms used in the SOW. NONE. 2.2. List abbreviations used in the SOW. Emergency Management Function (EMF); Emergency Operating Center (EOC); Management and Administration (M&A); Emergency Management Agency (EMA); National Incident Management System (NIMS), NIMS Compliance Assistance Support Tool (NIMSCAST). 3. DELIVERABLES: 3.1. Quarterly Financial Status and Progress Reports. The project(s) approved in this Grant are to be completed on or before the termination date stated in §5(A) of the Grant Agreement. Grantee shall submit quarterly financial status and programmatic progress reports for each project identified in this agreement using the forms provided by the Department. Two copies with original signatures shall be submitted in accordance with the schedule below: Report Feriod Progress Report Due Date Financiat ReportlReimbnrsement Re nest Due .Date . Janus March Aril 15 Apri130 A ril--June Jul 1 ~ 'Jul 30 July - Se tember October 15 October 30 October-December Jan, 1.S ... Janus 3q 3.2. Final Reports. Grantee shall submit a final financial status and progress report that provides final financial reconciliation and a final cumulative grant/project accomplishments report within 45 days of the end of the project/grant period. No obligations of funds can remain on the final report. The final reports may substitute for the quarterly reports for the final quarter of the grant period. If all projects are completed before the end of the grant period, the final report may be submitted at any time before Page 1 of 4 - Exhibit B -Statement of Work its final due date. No further reports will be due after the Department has received, and sent notice of acceptance of the final grant report. 3.3. Non-Federal Match. Grantee's required non-federal match contribution, if any, is detailed in §8 below herein. The match check oneJ ®may or may not ^ include in-kind match. Documentation of expenditures for the non-federal match contribution is required. 3.4. Other Deliverables. The Grantee's Emergency Management Agency must remain or become NIMS compliant before the end of the grant period to be eligible to continue to receive EMPG funding. Grantees are considered to be in full NIMS compliance if they have adopted and/or implemented the FY 2007 compliance activities, as determined by the National Incident Management System Capability Assessment Support Tool (NIMSCAST). Jurisdictions that were unable to report NIMS compliance by the end of FY 2007 can request up to 120 days additional time for the specific activity using the Corrective Action Plan (CAP) available as part of NIMSCAST. Additional information on achieving compliance is available through the FEMA National Integration Center (NIC) at http://www.fema.gov/emergenc /ny ims/. In order for the State to meet the September 30, 2008 deadline for submitting the Statewide compliance assessment via NIMSCAST, Grantee is requested to complete all updates to Grantee's NIMSCAST entries by August 31, 2008. The Statewide compliance assessment must be submitted by the State before the State deadline in order to be eligible to apply for EMPG 2009 funds. 4. PERSONNEL: 4.1. Key Personnel 4.1.1.Responsible Administrator. Grantee's performance hereunder shall be under the direct supervision of Mr. Barry Smith, Emer~enc~ Management Director, an employee or agent of Grantee, who is hereby designated as the responsible administrator of this project. 4.1.2.Other Key Personnel. NONE. 4.1.3.Replacement. Grantee shall immediately notify the Department if any key personnel cease to serve. Provided there is a good-faith reason for the change, if Grantee wishes to replace its key personnel, it shall notify the Department and seek its approval, which shall be at the Department's sole discretion, as the Department issued this Grant in part reliance on Grantee's representations regarding Key Personnel. Such notice shall specify why the change is necessary, who the proposed replacement is, what hisfher qualifications are, and when the change will take effect. Anytime key personnel cease to serve, the Department, in its sole discretion, may direct Grantee to suspend work on the Project until such time as replacements are approved. All notices sent under this subsection shall be sent in accordance with § 18 of the Grant. 4.2. Level of Expertise. Not Applicable. 5. TESTING AND ACCEPTANCE CRITERIA: 5.1. Review and Monitoring. The Department shall evaluate this Project(s) through the review of Grantee submitted financial and progress reports. The Department may also conduct on-site monitoring to determine whether the Grantee is meeting/met the performance goals, administrative standards, financial management and other requirements of this Grant. The Department will notify Grantee in advance of such on-site monitoring. 5.2. Additional Acceptance Criteria. NONE. 6. PAYMENT: 6.1. Payment Schedule. Grantee shall submit requests for reimbursement using the Department provided form at least quarterly. Two original signed copies of the reimbursement requests are due on the same dates as the required financial reports. All requests shall be for eligible actual expenses incurred by Grantee, as described in detail in § 1 of this Exhibit. Requests will be accompanied by supporting documentation totaling at least the amount requested for reimbursement and any required non-federal match contribution. Documentation requirements are described in §7.1 of this Exhibit. If any financial or progress reports are delinquent at the time of a payment request, the Department may withhold such Page 2 of 4- Exhibit B -Statement of Work reimbursement until the required reports have been submitted. Up to one quarter of the total grant will be reimbursed with each quarterly payment. No more than 50% of the reported expenses will be reimbursed at any time. If one quarter's reported expenses do not warrant reimbursement of a full quarter's payment, any remaining funds from that quarter will be available for subsequent quarters so that additional expenses incurred in the later quarters may be reimbursed. Likewise, if excess expenses for one quarter are reported, those unreimbursed expenses will be added to the following quarters' expenses as necessary to maximize each quarter's reimbursement. If the total reimbursable expenses reported for the year's grant exceed the amount of the award, the excess expenses may be eligible for consideration for any reallocation additions made at the end of the federal grant period. If any grant end reallocation funding is available, eligibility for these funds will require timely report submittal, and strong performance demonstrated through the quarterly progress reports and through ongoing contacbmonitoring. 6.2. Payment Amount. When non-federal match is required, such match must be documented with every payment request. Excess match documented and submitted with one reimbursement request will be applied to subsequent requests as necessary to maximize the allowable reimbursement. 6.3. Remittance Address. If mailed, payments shall be remitted to the following address unless changed in accordance with § 18 of the Grant: Eagle County 401 Main St., Suite lO1B Eagle, CO 81631 7. ADMINISTRATIVE REQUIREMENTS: 7.1. Required Documentation. Sufficient detail shall be provided with reimbursement requests to demonstrate that expenses are allowable and appropriate as detailed in the subsections below herein. Grantees must retain all procurement and payment documentation on site for inspection. This shall include, but not be limited to, purchase orders, receiving documents, invoices, vouchers, equipment/services identification, and time and effort reports. 7.1.1.Equipment or tangible goods. Requests for reimbursement for tangible personal property with a purchase price of less than $5,000 per item should include the invoice number, description of item purchased (e.g. radios), and the location and number of items. For equipment items with a purchase price of or exceeding $5,000, and a useful life of more than one year, the Grantee must provide a copy of the invoice and include a unique identifying number. This number can be the manufacturer's serial number or, if the Grantee has its own existing inventory numbering system, that number may be used. The location of the equipment must also be provided. In addition to ongoing tracking requirements, Grantee shall ensure that tangible goods with per item cost of $500 or more and equipment with per unit cost of $5,000 or more are prominently marked as follows: "Purchased with funds provided by the FEMA." 7.1.2.Services. Grantees shall include contract/purchase order number(s) or employee names, the date(s) the services were provided and the nature of the services. 7.2. Procurement. Grantee shall ensure its procurement policies meet or exceed local, state, and federal requirements.. Grantees should refer to local, state, and federal guidance prior to making decisions regarding competitive bids, sole source or other procurement issues. In addition: 7.2.1.Any sole source transaction in excess of $100,000 must be approved in advance by the Department. 7.2.2.Grantees shall ensure that: (a) All procurement transactions, whether negotiated or competitively bid, and without regard to dollar value, are conducted in a manner that provides maximum open and free competition; (b) Grantee must be alert to organizational conflicts of interest and/or non- competitive practices among contractors that may restrict or eliminate competition or otherwise restrain trade; (c) Contractors who develop or draft specifications, requirements, statements of work, and/or Requests for Proposals (RFPs) for a proposed procurement must be excluded from bidding or submitting a proposal to compete for the award of such procurement; and (d) Any Page 3 of 4- Exhibit B -Statement of Work request for exemption of item a-c within this subsection must be submitted in writing to, and be approved by the authorized Grantee official. 7.2.3.Grantee shall verify that the Contractor is not debarred from participation in state and federal programs. Sub-grantees should review contractor debarment information on http:llwww.epls.gov. 7.2.4.When issuing requests for proposals, bid solicitations, and other published documents describing projects or programs funded in whole or in part with these grant funds, Grantee and Subgrantees shall: (a) state the percentage of the total cost of the program or project which will be financed with grant money; (b) state the dollar amount of state or federal funds for the project or program; and (c) use the phrase "This project was supported by grant # 9EM08L20, issued by the Colorado Division of Emergency Managernent." 7.2.S.Grantee shall verify that all purchases are listed in § 1.1 of this Exhibit. Equipment purchases, if any, shall be for items listed in the Approved Equipment List (A.E.L) for the grant period on the Responder Knowledge Base (RKB), at httpalwww.rkb.mipt.org. 7.2.6.Grantee shall ensure that no rights or duties exercised under this Grant, or equipment purchased with Grant Funds having a purchase value of $5,000 or more are assigned without the prior written consent of the Department. 7.2.7.Grantee shall ensure that all funds are needed to supplement and not to supplant the Grantee's own funds. 7.3. Additional Administrative Requirements. NONE. 8. PROJECT BUDGET: Category Federal Request Non-Federal Match Required for Requested Amount Requested Total Project Personnel 113,012 113,012 226,023 Travel 6,750 6,750 13,500 Office Su ortlOther 2,650 2,650 5,300 Total Re uested $122 400 $122 400 244 800 Actual Award Amount Federal Share $45,1.00 Re uired Non-Federal Match $45,100 Total Pro' ect $90,200 Project Budget Line Item Adjustments: Any changes to this budget as authorized in §8(B)(ii) of the main contract must be submitted to the Department prior to the next reimbursement request so the Department can properly monitor grant expenditures and ensure reimbursements fall within the budgeted amounts. Note, the changes allowed by §8(B)(ii) are for budget change involving less than 10% (cumulative) of the total award. This does not authorize changes that involve adding projects or items not included in the approved projects as that is a change in the scope of work, which requires an amendment to the Grant. Page 4 of 4- Exhibit B -Statement of Work ~nb~tC .p. .y • r ~ s `. Colorado Division of Emergency Management (CDEM) Emergency Management Program Grant (EMPG) Local Emergency Manager Support (LEMS) Pro ram Fundin A lication -- Staffing Pattern for FFY2008 NOTE: This form MUST be resubmitted whenever the jurisdiction has personnel changes. Jurisdiction: .. Bar Smith -. Emer enc Mana ement Director .... -. 04/22/2002 .. .- Exem t Eric Lov ren Wildfire Miti ation S ecialist 03/15/2006 Exem t .. Bar Smith .. 79 978.08 .. .-. 41 110.32 0+ 0+ 00% . - 79 978.08 1 110.32 Eric Lov ren 63 008.40 41 926.92 40+ 40+ 100% 63 008.40 41 926.92 Totals ~ $142,986.48 $83,037.24 Enter in Slot A on Funding Request Enter in Slot B on Funding Request • . ~ ~~ 3 Colorado Division of Emergency Management ((CDEM) Emergency Management Program Grant (EMPG) Locat Emergency Manager Support (LEMS) Program Funding Application Funding Request for FFY2008 NOTE: This form MUST be updated & resubmitted when the jurisdiction anticipates significant additional expenses. Jurisdiction: r,J ~ ~~ ~~ Jurisdi ion mergen Ma er Signature ate f ~ .~ Ju ac ion Chief m cial Officer Signature Date ~ ~ .~~ r/ CDEM Regional Field Manage ignature Date Salaries and Benefits LEMS eligible Salary $ 142,986.48 (Staffing Report Block 10 TOTAL): LEMS eligible Benefits $ 83,037.24 (Staffing Report Block 11 Total): Total Salary & Benefits (A + 1 Travel Expenses Local Travel $ 10,500.00 (mileage, fleet expense, or other): Out-of-State Travel: $ Conference & Seminars (registration fees, $ 1,000.00 hotel, etc.): Training $ 2,000.00 (registration fees, hotel, etc.): Per diem: $ Other $ (designate): Total Travel Expenses (D+E+F+G+H+I ): Office Support Expenses (more than $200 for year) Office Supplies and Materials: $ 1,300.00 Equipment Purchase: $ Equipment Lease: $ Rent, Utilities, etc.: $ Printing & Copying: $ 4, 000.00 Postage: $ Other $ (designate): $226,023.72 $13, 500.00 R Total Office Support Expenses (K+~+M+N+O+p+Q); $ 5,300.00 Total Request (C+J+R): $ 244,823.72 Federal (Eligible for Reimbursement) Amount (One half of S): $ 122,411.86 Annual Program Paper PART I -Planned Activities Emergency Management Performance Grant Program (Please check appropriate box for each submission) ®PROGRAM PAPER -PLANNED ACTIVITIES - 2008 ^ 1St quarter ^ 2nd quarter ^ 3rd quarter ^ 4t" quarter JURISDICTION NAME: Eagle County SUBMITTED BY: Bar Smith TITLE: Emer enc Mana ement Director SIGNATURES Must be signed (in ink) by the emergency manager and forwarded to the assigned CDEM Regional Field Manager for approval. Emergent Manager of Jurisdiction: ~ y Date: r ~ G CDEMRe io l Field Manager: Date: ~ ~ ©~ EMF 1 -Program Management Organization of local emergency management programs so that it is capable of coordinating emergency preparedness, mitigation, response and recovery activities across multiple agencies and organizations. • Conduct NIMS and EOC training for local agencies. • Conduct an exercises to evaluate EOC/MAC functionality. t . ~ r ~ EMF 2 -LAWS & AUTHORITIES Federal, State and Local statutes and any implementing regulations that establish legal authority for development and maintenance of the emergency management program and organization and define the emergency powers, authorities and responsibilities of the chief executive official and the emergency program manager. The National Incident Management System (NIMS) should be adopted as the standard for all incident management activities. Work with Towns to establish local ordinances for enacting fire restrictions modeled on the ordinance that Eagle County adopted last year. EMF 3 -HAZARD IDENTIFICATION, RISK ASSESSMENT & IMPACT ANALYSIS The process of identifying situations or conditions that has the potential of causing injury to people, damage to property, or damage to the environment, and the assessment of the likelihood, vulnerability, and magnitude of incidents that could result from exposure to hazards. • None EMF 4 -HAZARD MITIGATION Systematic management approach to eliminate hazards that constitute a significant threat to the jurisdiction or to reduce the effects of hazards that cannot be eliminated through a program of hazard mitigation • Continue to identify and implement hazard mitigation projects as identified in the Pre- disaster Mitigation plan as funding permits.. • Continue work on Mountain Pine Beetle mitigation projects in the lodgepole forests of the County. EMF 5 -RESOURCE MANAGEMENT Systematic development of methodologies for the prompt and effective identification, acquisition, distribution, accounting, and use of personnel and major items of equipment for essential emergency functions. Local jurisdictions will support the Colorado Resource Mobilization Plan by submitting resource information for inclusion in the Resource Ordering and Status System (ROSS) database. • Continue to participate on the State of Colorado Resource Mobilization, IMT and IMT Certification sub-committees. • Work on implementing credentialing standards in Eagle County. EMF 6 -MUTUAL AID Formal mutual aid agreements establish the capability for sharing response and recovery resources across jurisdictional lines. Local jurisdictions should participate in the statewide intergovernmental agreement for mutual aid. • Continue to work with local agencies to consolidate mutual aid agreements. EMF 7 -PLANNING The collection, analysis and use of information and also the development, promulgation, and maintenance of the organizational comprehensive emergency management plan, action plans and mitigation plans. Revisions to local emergency operations plans should conform to NIMS and the EMF model established under the National Response Plan. Special emphasis should be placed on planning for the specials needs of individuals with disabilities. • Complete revisions of County EOP utilizing ESF's, distribute copies, orientate agencies to the plan and exercise the plan. EMF 8 -DIRECTION, CONTROL & COORDINATION Development of the capability of the chief executive and key local officials to direct, control and coordinate response and recover operations. Local jurisdictions should consider plan upgrades that address policies and procedures related to continuity of government (COG) operations. • Pursue adoption of the County COG plan and offer the county plan as a template to local governments. ~ r ~ Y EMF 9 -COMMUNICATIONS & WARNING Development and maintenance of a reliable communications capability to alert public officials and emergency response personnel, warn the public, and effectively manage response to an actual or impending emergency. • Work on replacement of Emergency Alert System equipment. • Work with National Weather Service to establish Weather Radio capability in Eagle County. • Continue to work to increase coverage of County's 800MHz radio system and integrate it with the States DTR system. EMF 10 -OPERATIONS & PROCEDURES Development, coordination, and implementation of operational policies, plans and procedures. • Develop two more subdivision specific evacuation plans in the County. EMF 11 -LOGISTICS & FACILITIES Identification, location, acquisition, distribution, and accounting for services, resources, materials, and facilities to support emergency management. • Work on the development ofpre-incident contracts with local vendor's. EMF 12 -TRAINING Assessment, development and implementation of a training/educational program for public officials and emergency response personnel, including N1MS classes. • Provide ICS 100, 300 and 400 training opportunities for area agencies. EMF 13 -EXERCISES, EVALUATIONS, AND CORRECTIVE ACTIONS Assessment and evaluation of emergency response plans and capabilities through a program of regularly scheduled tests and exercises. Exercises and follow-up actions should conform with HSEEP standards for after-action reports and improvement plans. • Conduct EOC exercise for County staff. t . EMF 14 -CRISIS COMMUNICATIONS, PUBLIC EDUCATION 8~ INFORMATION Procedure to disseminate and respond to requests for pre-disaster, disaster, and post-disaster information involving employees, responders, the public and the media. Also, an effective public education program regarding hazards affecting the jurisdiction. • Work on 2-1-1 type phone information system. EMF 15 - F{NANCE & ADMINISTRATION Development of fiscal and administration procedures to support emergency measures before, during, and after disaster events and to preserve vital records. • None MISCELLANEOUS Please list and include any activities that do not fit into any of the above EMF categories. Colorado Division of Emergency Management Annual Program Paper PART II -Jurisdictional Information and Signature Jurisdiction Name: Ea le County Emer ency Management Emergency Program Manager Name: Barry Smith Job Title: Emergency Mana ement Director Mailing Address: P.O. Box 850 Ea le, CO 81631 Physical Address (if different): 3289 Cooley Mesa Road G sum, CO 81637 Phone Contact Information Office Phone number: (970) 328-3545 24 Hour Emergency Line: (970) 479-2201 Office Fax: (970) 328-8694 Cellular: (970) 471-4048 Pager: None E-Mail Address: barn .smith ea lecounty.us Employment Status (Please indicate how many) aid Full Ti Paid Part Time: Volunteer: Other: Jurisdiction Job Title Emergency Management Director Program Manager Reports to: County Administrator Hours worked per week for jurisdiction in all job titles: 40+ Hours worked per week devoted to Emergency Management: 40+ Additional Emergency Management StafF T e of Em to ment How man ? Total staff hours/week Total E.M. hours/week Paid full time rofessional 1 40 40 Paid full time clerical Paid art time rofessional Paid art time clerical Volunteer Other ersonnel Senior Elected Official (Name and Title} Peter Runyon, Commission Chairman Chief Executive C Signature/Chief SignaturelEmerc Date Apri124, wuu