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SCSEP PY 1989 - 1990 $UBGRANT AGREEMENT THIS AGREEMENT is entered into by the National Council on the Aging, Inc. (NCOA), hereinafter referred to as GRANTEE, and (name of SUBGRANTEE) BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA , hereinafter referred to as SUBGRANTEE. The SUBGRANTEE agrees to operate a project under the GRANTEE'S Senior Community Service Employment Program (SCSEP) in the manner described in the approved Subgrant Narrative, as governed by the Older Americans Act (OAA) Title V regulations, including all clauses and exhibits included herein. This entire AGREEMENT is contingent in its entirety on SUBGRANTEE'S strict conformance with its terms and applicable state and Federal laws. GRANTEE SUBGRANTEE THE NATIONAL COUNCIL ON BOARD OF COUNTY COMMISSIONERS THE AGING, INC. OF MONROE COUNTY, FLORIDA 600 Maryland Avenue, S.W. c/o Monroe County Department West Wing 100 of Social Services Washington, D.C. 20024 1315 Whitehead St. (202) 479 -1200 Key West, FL 33040 SUBGRANT PERIOD: July 1, 1989 to June 30, 1990 SUBGRANT NUMBER: FUNDING, SLOT LEVELS, PLACEMENT GOALS: TITLE V 502 TOTAL Federal Funds Awarded 176,700 N/A . 176,700 DOL Authorized Enrollment Positions 40 N/A 40 1 NCOA COA Approved Enrollment 40 N/A 40 Unsubsidized Placement Goal -10 I N/A 10 Method of Payment xx Cost Reimbursement Advance Payments For official this purposes, the total - subgrant agreement consists of this document which details contractual obligations, any special conditions or changes noted as Article X, a line item budget (Exhibit A), and a narrative /project workplan (Exhibit B). 1 • t r,• L "l?C'!'w r. .., w f n+MSYRS' J' G w.ww.........,....... ..w «.. ..- .�..... .. ,. ...u...w...r WITNESSETH WHEREAS, the GRANTEE has received a Grant from the United States Department of Labor, Employment and Training Administration, for use in providing employment and training opportunities for eligible persons pursuant to Title V of the Older Americans Act, as amended; and WHEREAS, the SUBGRANTEE, an independent contractor, has established a program to provide services for said eligible persons residing within its jurisdiction; The GRANTEE and the SUBGRANTEE desire to enter into an agreement whereby said GRANTEE will distribute funds received under its grant to SUBGRANTEE for use in the operation of said program. The GRANTEE requires the competent performance of the SUBGRANTEE in providing employment and training services as specified in this AGREEMENT. That the GRANTEE and the SUBGRANTEE acting by and through their representatives, have collectively agreed and by execution hereof are bound to the mutual obligatiops and to the performance and accomplishments of the tasks and provisions hereafter described. I. PROGRAM PURPOSE A. Proiect Obiectives The SUBGRANTEE understands and agrees that the purpose of the Senior Community Service Employment Program (SCSEP) is to provide, foster, and promote useful part -time opportunities in community service employment for low income persons who are 55 years of age or older and, to the extent feasible, to assist and promote the transition of program enrollees to private or other unsubsidized employment. The primary objectives are to: 1) Provide needed wages to eligible individuals through employment in service to the community. 2) Provide needed service to the community. 3) Provide .opportunities for entry /transition of program participants into private or other unsubsidized employment. 2 IV ,: •mod �, B. Special Assurances The project conducted under the Subgrant will: 1) Provide employment only for eligible individuals, except for necessary technical, administrative, and supervisory personnel, but such personnel shall, to the fullest extent possible, be recruited from among eligible individuals; 2) Provide employment for eligible individuals in the community in which such individuals reside, or in nearby communities; 3) Employ eligible individuals in services related to publicly owned and operated facilities and projects or in projects sponsored by organizations, other than political parties, exempt from taxation under the provisions of Section 501(c)(3) of the Internal Revenue Code of 1954, as amended, except projects involving the construction, operation, or maintenance of any facility used or to be used as a place for sectarian religious instruction or worship. Documentation of the 501(c)(3) status of non - governmental worksites must be retained on file; 4) Contribute to the general welfare of the community; 5) Provide employment for eligible individuals. 6) Result in an increase in employment opportunities over those which would otherwise be availabl'e, but (i) not result in the displacement of currently employed workers (including partial displacement, such as reduction in the hours of non - overtime work or wages or employment benefits), and (ii) not impair existing contracts or result in the substitution of Federal funds for other funds in connection with work that would otherwise be performed; 7) Not employ or'continue to employ any eligible individual to perform work the same or substantially the same as that performed by any other person who is on layoff; 8) Utilize methods of recruitment and selection (including listing of job vacancies with the employment agency operated by any State or political subdivision thereof) which assure that the maximum number of eligible individuals have an opportunity to participate in the project; -9) Include such training as may be necessary to make the most effective use of the skills and talents of those individuals who are participating, as well as provide for the reasonable expenses of individuals being trained, including reasonable compensation for time spent in training; 10) Assure that safe and healthful conditions of work will be provided and assure that persons employed in community • service jobs assisted under this Subgrant shall be paid wages which shall not be lower than whichever is highest of (i) the minimum wage which would be applicable to the employee under the Fair Labor Standards Act of 1938, if Section 6(a)(1) of such Act applied to the participant and 3 if he /she were not exempt under Section 13 thereof, (ii) the State or local minimum wage for the most nearly comparable covered employment, or (iii) the prevailing rates of pay for persons employed in similar public occupations by the same employer; as well as, assure that the minimum wage and maximum hours provisions of the Federal Fair Labor Standards Act, as they apply to hospital and education institution employees of state and local governments are followed; 11) Be established or administered with the advice of persons who are competent in the field of service in which employment is being provided and who are knowledgeable with regard to the needs of older persons; 12) Authorize pay for necessary transportation costs of eligible individuals which may be incurred in project- related activities under this Subgrant in accordance with the Federal regulations governing OAA Title V activities; 13) To the extent feasible, serve the needs of minorities, handicapped individuals, individuals who are members of Indian or Alaskan entities, Hawaiian natives, and limited English- speaking individuals in proportion to their numbers in the SUBGRANTEE'S geographic jurisdiction and take into consideration their rates of poverty and unemployment. 14) Authorize funds'to be used, to the extent feasible, to include individuals participating in the project under a State unemployment insurance plan; 15) Make available to each enrollee a' written explanation of allowable and unallowable political activities under Chapter 15 of Title V of the U.S. Code. The project shall post such a notice; 16) Assure that SCSEP positions are distributed in an equitable manner taking into consideration (1) the proportion which eligible individuals bears to the total number of such individuals in the geographic area(s) served, and (2) the relative distribution of such individuals residing in rural and urban areas. The equitable distribution of slots shall be accomplished in concert with other Sponsors of SCSEP activities; 17) In accord with congressional intent, take steps to strengthen the coordination of program activities with the private sector and with organizations charged with the operation of employment projects, particularly with the Job Corps and those programs funded under the authority of the Job Training Partnership Act (JTPA); 18) Make available to each enrollee materials regarding the Age Discrimination in Employment Act. Said materials are to be provided to the SUBGRANTEE by the GRANTEE, upon receipt of same from the U.S. Department of Labor. • 19) Assure that all SCSEP activities are conducted in accord with the provisions of the Drug -Free Workplace Act of 1988. 20) Assure compliance, as appropriate, with the provisions of - Section 89 of the Internal Revenue Code. 4 II. GRANTEE / SUBGRANTEE RELATIONSHIP A. Legal Authority The SUBGRANTEE warrants that it is in compliance with all applicable state and Federal requirements and standards and that it possesses the legal authority pursuant to any proper, appropriate and official motion, resolution or action passed or taken, giving the SUBGRANTEE authority to enter into this Subgrant, receive the funds authorized by this Subgrant, and to perform the services the SUBGRANTEE has obligated itself to perform under this Subgrant. The person or persons signing and executing this Subgrant on behalf of the SUBGRANTEE, or representing themselves as persons authorized to sign and execute this Subgrant on behalf of the SUBGRANTEE, do hereby warrant and guarantee that they have been fully authorized by the SUBGRANTEE to execute this Subgrant on behalf of the SUBGRANTEE and to validly and legally bind the SUBGRANTEE to all the terms, conditions, performances and provisions herein set forth. The GRANTEE shall have the right to temporarily suspend or terminate this Subgrant if there is a dispute as to the legal authority of either the SUBGRANTEE or the person executing this Subgrant. The SUBGRANTEE shall be totally liable for return or reimbursement to the GRANTEE for all monies received if the Subgrant is suspended or terminated. B. Fund Availability That it is expressly understood and agreed by and between the parties hereto that this agreement is wholly conditioned upon the actual receipt by GRANTEE of Federal funds granted by the United States Department of Labor, Employment and Training Administration; that all monies distributed to SUBGRANTEE hereunder shall be exclusively from Federal monies received under said Grant, and not from any monies of GRANTEE, and that if such funds are not timely forthcoming, GRANTEE may, at its sole discretion, terminate this agreement. The GRANTEE shall not be liable for payment for any work or services performed by SUBGRANTEE under or in connection with this Subgrant beyond the effective date of said termination. If the funds anticipated to be received by GRANTEE, under which this Subgrant is funded, are suspended or terminated, in whole-or in part, funding for this Subgrant may cease. GRANTEE will within a reasonable time from receipt of such notice provide written notification to SUBGRANTEE. 5 Payments under this Subgrant may be suspended or terminated upon refusal of the SUBGRANTEE to accept any additional conditions that may be imposed by the United States _ Department of Labor and /or the GRANTEE at any time. C. Independent Contractor SUBGRANTEE shall operate hereunder as an independent contractor, and not as an officer, agent, or employee of GRANTEE. It is expressly agreed and understood between the parties hereto, in entering into this agreement, that the GRANTEE shall not be liable to the SUBGRANTEE for any benefits or coverage as provided by Workers Compensation Laws, and further anyone employed by the SUBGRANTEE shall not be considered an employee of the GRANTEE for the purpose of Workers Compensation coverage. SUBGRANTEE shall have exclusive control of and the exclusive right to control the details of the and services performed hereunder, and all persons performing same and shall be solely responsible for the acts and omissions of its officers, agents, employees, subcontractors and program participants. It is expressly understood and 'agreed that no officer, agent, employee, or subcontractor of the SUBGRANTEE, is in the paid service of GRANTEE; and that GRANTEE does have the legal right to insure compliance with the tasks performed hereunder by SUBGRANTEE, its officers, agents, employees, subcontractors, or program participants. In no event shall any person employed by the SUBGRANTEE be considered an employee of the GRANTEE. D. THIRD PARTY AGREEMENTS The SUBGRANTEE shall give advance notification to the GRANTEE of any proposed third party agreements, including but not limited to consultant contracts, agreements for personal services, or any subcontract hereunder. The SUBGRANTEE shall obtain the written consent of the GRANTEE'S SCSEP National Director prior to subcontracting. The GRANTEE may, at its discretion, specifics Icy. "approve in writing any of the provisions of a third party agreement or subcontract; however, such approval obtained as required by this clause shall not be construed to be a determination of the allowability of any cost under the subcontract. Individual training courses for enrollees are subject to the provisions of the SCSEP Procedures Manual regarding approval of enrollee training. 6 E. Indemnification SUBGRANTEE covenants and agrees to and does hereby indemnify and hold harmless GRANTEE from and against any and all injury, damage or destruction of property of GRANTEE arising out of or in connection with all acts or omissions of SUBGRANTEE, its officers, agents, employees, subcontractors, invitees, licensees, or program participants, or caused in whole or in part, by presumed negligence of officers, agents, or employees of SUBGRANTEE. In the event it is determined that SUBGRANTEE has misused, misapplied or misappropriated all or any part of these grant funds described herein, SUBGRANTEE agrees to indemnify, hold harmless and defend GRANTEE and its officers, agents, and employees, from and against any and all claims or suits resulting from such misuse, misapplication or misappropriation of such funds. SUBGRANTEE shall be responsible for indemnifying GRANTEE for any awards, costs, or penalties, including legal expenses, arising out of SUBGRANTEE'S activities. F. Miscellaneous Provisions (1) Personnel and Records Availability Personnel and records must be available to Authorized Representatives of GRANTEE, the United States Department of Labor, and the Comptroller General of the United States. Such authorized representatives shall, during business hours, have access to, for inspection and copying: books, records, memoranda, correspondence, personnel staffing records, tapes or electronic transcriptions, and any other documents. Authorized representatives have the right to inspect the SUBGRANTEE'S facilities, monitor and review, through on -site visits, all program activities, personnel, staff, services, and programmatic and administrative practices, supported with funds under this Subgrant to ensure compliance with the terms of this Subgrant. GRANTEE'S staff shall monitor SUBGRANTEE, through on- • site visits and program data, all Subgrant activities,. services, administrative and management practices, funded in whole or in part through this Subgrant. Such monitoring shall be announced and shall be accomplished by data collection through comprehensive on -site review 7 of SUBGRANTEE'S records, interviews with administrative /program staff and participants, and by the examination of worksites and work conditions. SUBGRANTEE must make available for review and duplication, at SUBGRANTEE's cost, all records required -_ for this monitoring process. (2) Conflict of Interest SUBGRANTEE shall establish safeguards to prohibit persons funded in whole or in part by this agreement from using their positions for a purpose that is, or gives the appearance of being motivated by a desire for private gain for themselves or others, particularly those with whom they have family, business, or other ties. (3) Lobbying SUBGRANTEE will not attempt to influence any member of Congress, State or local legislator to favor or oppose any legislation or appropriation with respect to this agreement. (4) pcove of Agreement That this written instrument, including all Exhibits attached to and incorporated herein, constitutes the entire agreement by the parties hereto concerning the work and services to be performed hereunder, and any prior or contemporaneous, oral or written agreement which varies from the terms hereof shall be void. That the provisions of this agreement are severable and if for any reason a clause, sentence, paragraph or other part of this agreement shall be determined to be invalid by a court, federal agency, board or commission having jurisdiction over the subject matter thereof, such invalidity shall not affect other provisions which can be given effect without the invalid provision. Provided, however, that GRANTEE retains the right to revoke this AGREEMENT in its entirety, at GRANTEE'S discretion, in the event of non - compliance by SUBGRANTEE or if GRANTEE has a reasonable basis for believing the SUBGRANTEE is not or will not be carrying out the project as specified herein and according to GRANTEE's Program directives and applicable state and Federal law. 8 T'- '1►+..ry.1y..!r. .. ... .. ..-r « ... . ..,... v`.* ..n........ v w.... .....- s . a v sw+rM+k+MPN..:.L....`l, a ... .AI•.a ., .IS.rM1rRaY .. . *c1AS..4 Y. ... M 1 II GENERA ADXINI PR A. Period of Performance That the term of this Subgrant shall be for the dates specified on page 1 of this agreement, unless amended as described in Article III, Clause I. B. Total Funds Awarded That it is understodd and agreed that in no event shall the total distribution of federal grant funds made by GRANTEE to SUBGRANTEE during the term of the Subgrant exceed the specific amount agreed upon and set forth on page 1 of this agreement, unless amended as described in Article III, Clause I. That it is further understood and agreed that the GRANTEE will pay not more than 90 percent of the cost of any project, and that the non - federal share may be cash and /or in -kind contributions. C. $ubarant Identification The SUBGRANTEE agrees to utilize the Subgrant Number on all correspondence, communication, reports, vouchers, invoices, publications, and all data concerning this Subgrant as delivered hereunder. In the event the SUBGRANTEE makes any public announcements, written or oral, publicizes or furnishes information on /or concerning activities under this Subgrant, such item or activity shall include information that the project is funded by a Subgrant with The National Council on the Aging, Inc. D. Compliance with Applicable Laws, Reaulations and Guidelines (1) General Compliance That the SUBGRANTEE, its officers, agents, employees and subcontractors, shall abide by and comply with all laws, federal, state and local, and all rules and regulations of GRANTEE. It is further agreed and understood that as GRANTEE calls to the attention of SUBGRANTEE any such violation on the part of SUBGRANTEE • or program participants, the SUBGRANTEE shall immediately desist from and correct such violation. 9 T (2) Xaws and Regulations Incorporated by Reference The provisions of the following Acts, and applicable regulations made pursuant to said Acts, and other - listed directives, are hereby incorporated by reference. All changes in said Acts, regulations, and directives are automatically incorporated into this Subgrant. a. Title V of the Older Americans Act, as amended. b. Title V regulations found at 20 CFR Part 674, including subsequent revisions or amendments. c. Contract Work Hours and Safety Standards Act (40 USC 327 -332). d. Office of Management and Budget (OMB) Circulars A- 87 and /or A -122. e. U.S. Department of Labor Administrative Regulations, at 41 CFR 29 -70 and 29 CFR Part 96. f. NCOA -SCSEP Procedures Manual. g. Equal Employment Opportunity Directives. h. Civil Rights Act of 1964 (PL 88 -352). i. Uniform Relocation and Assistance and Real Property Acquisitions Act of 1970 (PL 91 -646). (3) Enrollee Benefits The SUBGRANTEE agrees to provide all program enrollees with employee benefits as required by state and Federal law and, in addition, as directed by the GRANTEE. Failure to comply with this paragraph shall constitute • grounds for revocation of this AGREEMENT. SUBGRANTEE agrees to indemnify GRANTEE for any costs, awards, penalties or associated expenses, including legal fees, incurred by the GRANTEE, arising out of SUBGRANTEE'S enrollee benefit policies. • E. Fandinq Obliaations and Payments That in consideration of full and satisfactory performance hereunder, GRANTEE shall be liable to SUBGRANTEE for the actual costs incurred by SUBGRANTEE for performance rendered, subject to the following limitations: 10 '1►% GRANTEE shall not be liable to the SUBGRANTEE for any costs in excess of the budgeted amount. GRANTEE shall not be liable to the SUBGRANTEE for expenditures made in violation of regulations promulgated - under the Older Americans Act, violation of the regulations found at 41 CFR 29 -70 and Office of Management and Budget Circulars A -87 or A -122, or in violation of any other regulations and /or management circulars promulgated under the Act or other statute or regulation. GRANTEE may, at its sole discretion, make an initial advance to SUBGRANTEE before insured or collateralized bank account(s) have been established. No further advances shall be made until GRANTEE has received proof from SUBGRANTEE that such bank accounts have been insured or collateralized in accordance with 12 U.S.C. 1821 (Supplement 176- 1977). SUBGRANTEE shall minimize the time period between the transfer of cash from GRANTEE to SUBGRANTEE and the disbursement of funds in accordance with the Act, regulations, management circulars and GRANTEE directives. Advance funds requests are required to be limited to the minimum amounts necessary for immediate disbursement needs by the SUBGRANTEE for project expenditures. Maximum cash on hand, at any given time, shall not exceed three (3) calendar days of planned expenditures. Payments under this Subgrant are conditioned in their entirety upon SUBGRANTEE'S full and satisfactory performance of its obligations under this Subgrant. It is expressly understood and agreed by the parties hereto that if SUBGRANTEE fails to submit to the GRANTEE in a timely and satisfactory manner any report required by this Subgrant, GRANTEE may, at its option and in its discretion, withhold any or all payments otherwise due SUBGRANTEE hereunder. GRANTEE may withhold payments until such time as delinquent obligations are fulfilled by SUBGRANTEE. The GRANTEE may withhold from payment to the SUBGRANTEE, direct administrative costs and the indirect costs invoiced for under this Subgrant for failure to submit required reports accurately and timely. Amounts withheld will be released upon submission of satisfactory reports. • If prior approval has been provided by the GRANTEE, an advance payment to the SUBGRANTEE may be made for exceptional circumstances. 11 t .+ • �ISbwrn - r . •.. C -'a!lle +rw.... • wwe. ".''laaa+ Y1crr� - is t • n •.rYw..�. ••• �• F. Interest - Bearina Bank Account SUBGRANTEES (except for States) that are on an advance payment system are required to maintain the advances received from the GRANTEE in an Interest - Bearing Bank Account. Interest earned in excess of $100 during the subgrant period is required to be remitted to the GRANTEE. The funds in the Interest - Bearing Bank Account may be withdrawn by the SUBGRANTEE solely for the purposes of making payments for items of allowable costs within the terms of this Subgrant, or to reimburse the GRANTEE in accordance with closeout procedures. Authorized representatives of the GRANTEE shall have access to the books and records maintained by the Bank with respect to such Interest - Bearing Bank Account at all reasonable times and for all reasonable purposes, including, but not limited to, the inspection or copying of such books and records and any and all memoranda, checks, correspondence, or other documents pertaining thereto. G. Program Income All records and accounts of program income are to be maintained and reported in accordance with the financial management requirements contained in 41 CFR 29- 70.205. Money generated by any income- producing activity under this Subgrant shall be applied to the cost of the activity, and reimbursement under this Subgrant reduced accordingly by the GRANTEE. Use of program income for other allowable Title V activities requires the written approval of the GRANTEE'S SCSEP National Director. H. Use of Federal Funds Federal Funds received as a result of this Subgrant may be expended only for purposes permitted under the provisions of the Act, and within the authorized amount and time frame prescribed in writing by the GRANTEE. 12 lr 7 I. Subarant Modifications and Changes (1) Time Limitations That except as otherwise provided herein, any - alterations, additions, or deletions to the terms of this Subgrant shall be by modification hereto in writing and executed by both parties to this Subgrant. Any modification pursuant to this Clause must be signed by the duly authorized representative of the GRANTEE, and an authorized agent of the SUBGRANTEE as specified in Subgrant Article II. If the SUBGRANTEE is directed to make any changes whatsoever by any person other than the GRANTEE'S SCSEP National Director, or his duly authorized representatives, which they feel will change the period of performance, require additional effort, affect the cost of the Subgrant or change any other terms and conditions, the SUBGRANTEE shall immediately make a written request to the GRANTEE'S SCSEP National Director for official approval to proceed. The SUBGRANTEE is cautioned that any changes prior to official GRANTEE SCSEP National Director's written approval shall be at SUBGRANTEE'S own risk. (2) Line Item Transfers Flexibility of cost within the Subgrant budget will be allowed provided that: (a) The total cost of this Subgrant is not exceeded; (b) The administrative portion of the budget is not increased; and (c) No single cost category is increased or decreased by more than 5 percent. (3) Other Modifications Prior approval is required for: (a) A net increase or decrease from the approved enrollment level exceeding 10 percent. (b) Any significant changes in the scope of the project. - 1 13 _ y ..._�.�.. .. .. . t . -s- ... Ms.fwnne --... rwC'vw... .-.. r..� .. .• .. r .e svrrw a..wrw ✓u..... r+w ✓wow +... (c) The transfer of Federal funds allocated for enrollee wages and fringe benefits to other categories of expense. (d) The addition of any cost items requiring approval in accordance with the provisions of Office of Management and Budget Circulars A -87 and A -122. (4) Changes That any alterations, additions, or deletions to the terms of this Subgrant which are required by changes in Federal laws, and by Federal Regulations promulgated pursuant thereto are automatically incorporated into this agreement on the date designated by law or regulation. The parties hereto expressly agree that GRANTEE shall have the right to make unilateral amendments to this Subgrant necessary to assure conformity to federal law, availability of funds and regulations by the issuance of written Notification of Change duly signed by the GRANTEE'S SCSEP National Director. If such changes cause an increase or decrease in the cost of performance of this Subgrant'or in the time required for performance, an equitable adjustment shall be made in the amount of funds obligated and the Subgrant shall be modified in writing accordingly. If SUBGRANTEE cannot conform to a Notification of Change, it shall notify GRANTEE of same, in writing, within five (5) working days of receipt of such Notification of Change. Failure to agree on any adjustment shall be a "Dispute" concerning a fact within the meaning of this Subgrant and shall be submitted through GRANTEE'S normal channels for resolution. However, nothing in this clause shall excuse the SUBGRANTEE from proceeding with the agreement as changed, until final resolution. If SUBGRANTEE cannot conform to the changes required by Laws, Federal Regulations promulgated pursuant thereto, GRANTEE Directives or Management Circulars, then SUBGRANTEE shall notify the GRANTEE in writing within 30 days of promulgation. GRANTEE may then establish procedures for the suspension or termination of SUBGRANTEE'S programs, if appropriate, until such time as the "Dispute" is finally resolved. 14 r I under the Subgrant is terminated, and the date upon which such termination becomes effective. Upon such termination of this Subgrant, the GRANTEE will determine the amount due the SUBGRANTEE, or otherwise, such sum will in no event exceed the face value of this Subgrant. In the event of a partial termination, the portion of the fee which is payable with respect to the work under the continued portion of the Subgrant shall be equitably adjusted by agreement between the SUBGRANTEE and the GRANTEE, and such adjustment shall be evidenced by a modification to this AGREEMENT. R. CLOSEOUT PROCEDURES The SUBGRANTEE will submit subgrant closeout data no later than 45 days after the expiration of this agreement. Guidelines for completion of the closeout package are contained in the NCOA -SCSEP Procedures Manual. A SUBGRANTEE who is delinquent in submitting a refund check may be prohibited from entering into a Subgrant for the fiscal year following the Subgrant closeout period, and /or payments under an existing subgrant may be suspended. IV. FINANCIAL MANAGEMENT PROVISIONS A. Accountina System The SUBGRANTEE will maintain complete and accurate records justifying all actual and accrued expenditures, leaving a clear audit trail to the point of origin. Costs shall be segregated, as directed within the framework of this Subgrant. Also, an accrual reporting system shall be implemented and maintained, and utilized for monthly reporting of program expenditures. That in the event that GRANTEE determines that the record- . keeping system of SUBGRANTEE does not comply with Federal guidelines, financial accounting may be done by an accounting firm .approved by GRANTEE. The Cost shall be deducted monthly from the funds allocated to SUBGRANTEE. SUBGRANTEE shall retailt on file written evidence to support all expenditures accrued, on a monthly basis, and report such expenditures to GRANTEE. SUBGRANTEE shall maintain accounts in such a way that they are traceable to source documentation of unit transactions. Source documents will be maintained for all transactions. SUBGRANTEE shall insure that GRANTEE, the Comptroller General of the United States, the U.S. Department of Labor, 16 or any of their authorized agents have the right of access for examination and reproduction of any books, accounts or records of SUBGRANTEE and its subcontractor(s), and shall maintain such right of access as a condition of any subcontract award. This access shall include records of program income, and cost allocation plans. The SUBGRANTEE assures and certifies that it has complied with the requirements of Federal, state and local laws regarding the obtaining of employer identification /account numbers and the collection, payment, deposit, and reporting of federal, state and local taxes. In addition to certifying compliance for all prior subgrants with the GRANTEE, if applicable, the SUBGRANTEE further assures continuing compliance throughout the period covered by this Subgrant. B. Bonding That SUBGRANTEE shall, before an advance or any payment or compensation is made under this Subgrant, furnish proof to the GRANTEE that it has a fidelity bond covering all officers and employees of the SUBGRANTEE who are responsible for the receipt, custody and disbursement of program assets. Such a fidelity bond shall be conditioned that the surety executing such bond agrees to indemnify the SUBGRANTEE and ultimately the GRANTEE as appropriate, against any direct loss of money or other personal property, for which the SUBGRANTEE is legally responsible under the terms of this Subgrant. Such bond shall be in the amount of TWENTY -FIVE THOUSAND DOLLARS ($25,000). Advance written notice of thirty (30) days shall be given to GRANTEE of the intention to cancel such fidelity bond by SUBGRANTEE. C. Equipment (1) Purchase and Maintenance of Equipment The purchase of all nonexpendable personal property requires prior written approval by the GRANTEE. The execution of this Subgrant, inclusive of all exhibits, does not constitute prior approval. No purchases of equipment shall be allowed during the last quarter of the Subgrant period. SUBGRANTEE shall follow the provisions of 41 CFR 29- 70.215 for all purchases of property with Subgrant • funds. However, should the SUBGRANTEE have, or the GRANTEE issue, a more restrictive policy, then the most restrictive policy shall apply. 17 The titles to all property purchased with Subgrant funds remain vested in the GRANTEE. The GRANTEE may take possession of all such property upon termination of the Subgrant, or on evidence that property's -_ utilization is not consistent with the Subgrant. SUBGRANTEE shall maintain an up -to -date inventory of all Subgrant property in its custody, and shall maintain the property in good condition. This includes property currently on hand from previous subgrants /contracts with the GRANTEE, surplus government property utilized for the Subgrant, and all new purchases under this Subgrant. This clause is applicable to all office furnishings and equipment, tools and materials used in training and services activities. (2) Lease, Rental and Lease- Purchase The GRANTEE reserves the right of reviewing and approving all applicable lease, rental and lease /purchase agreements of the SUBGRANTEE. SUBGRANTEE shall maintain and make available to the GRANTEE copies of all documents relative to bids, quotations and offers related to the agreements. Lease, rental and lease /purchase agreements may be reviewed for a fair and reasonable cost analysis prior to approval. 1 Any remodeling and rehabilitation must be reviewed by the GRANTEE and written approval provided by the 1 GRANTEE prior to the SUBGRANTEE expending funds from this Subgrant. Funds from this Subgrant are prohibited from use for capital improvements on privately -owned property. D. Indirect Costs That SUBGRANTEE will not be reimbursed for any indirect cost incurred in performance under this Subgrant unless SUBGRANTEE has a current Indirect .Cost Negotiated Agreement, fully executed by a cognizant Federal Agency, and been given prior written approval by GRANTEE. B. Insurance That SUBGRANTEE shall procure and thereafter maintain all private and public insurance coverage required by Federal, State and local law, and as detailed in the NCOA-SCSEP Procedures Manual. 18 '7` F. Audits As required by Department of Labor regulations (20 CFR Part 96), recipients of Department of Labor grants are required to obtain annual organization -wide audits. SUBGRANTEES who are States, Local Governments, or Indian Tribes are required to have the audits performed in accordance with Office of Management and Budget (OMB) Circular A -128, "Uniform Audit Requirements for State and Local Governments." SUBGRANTEES who are colleges and universities, and other non - profit organizations are required to have the audit performed in accordance with the requirements contained in OMB Circular A -110, attachment F1. The audits should be made annually, but must be made at least biennially. Audits conducted biennially shall cover both years within the biennial period. OMB Circular A -128 provides detailed guidance on the conduct of organization - wide audits. Colleges and universities, and other nonprofit organizations are required to follow this guidance in the conduct of the audits. Costs of organization -wide audits may be reimbursed if funds are provided for the audit in the administrative expense category of the approved subgrant budget. The SUBGRANTEE is required to submit copies of the audit reports when they are completed along with the SUBGRANTEE's responses to recommendations or findings that pertain to the subgrant and the repayment of any audit exceptions for improperly spent subgrant funds. Audits of this Subgrant will be performed by the GRANTEE (including a representative of the U.S. Department of Labor or others, if applicable), and findings of such audits thereof will be provided to the SUBGRANTEE. All books of accounts, ledgers, supporting records and worksheets pertaining to the financial records of the subgrant shall be retained for a period of three (3) years from the final closeout date of the GRANTEE'S prime grant. Records shall be retained beyond'the 3 year period if audit findings have not been resolved, or if requested by GRANTEE. In the event of disallowance or audit exception by the GRANTEE, including any exception resulting from a U.S. Department of Labor audit, of any expenditure which it considers to be an item not properly allocable to the work, or reimbursable under this Subgrant, the GRANTEE shall notify the SUBGRANTEE in writing of the disallowance, giving full particulars and reasons for disallowance. In the event the SUBGRANTEE concurs, the amount disallowed may be 19 withheld by the GRANTEE from the next advance, if any; or if there is no next advance, the SUBGRANTEE shall make payment to the GRANTEE. In the event the SUBGRANTEE does not concur with a disallowance or audit exception, the matter may be referred to the appropriate official of the U.S. Department of Labor for review, after the GRANTEE'S Audit Resolution procedures have been exhausted. Notwithstanding any other provision of law or this AGREEMENT, the SUBGRANTEE shall indemnify and /or reimburse GRANTEE for any disallowances or exceptions, and for any associated or consequential costs thereof, resulting from a DOL audit or otherwise. V. PROGRAM MANAGEMENT PROVISIONS A. Policies and Records (1) Personnel Policies The SUBGRANTEE shall provide, prior to the execution of this agreement, a copy of its approved personnel policies, for both staff and enrollees. (2) Travel The SUBGRANTEE shall provide, prior to the execution of this agreement, a copy of its approved travel policies. All travel outside of the SUBGRANTEE'S jurisdiction must be approved, in writing, by the GRANTEE. The reimbursement rate for local travel shall not exceed the Federally authorized rate. (3) Accessibility to Personnel and Records In addition to the requirements imposed elsewhere in this Subgrant, SUBGRANTEE shall insure that sufficient, auditable, and otherwise adequate records are maintained which support the expenditure of all funds received through this Subgrant. Such records shall be sufficient to allow the U.S. Department of Labor and GRANTEE to audit and monitor SUBGRANTEE, and shall include the maintenance of management information system records in accordance with the required GRANTEE MIS system. The SUBGRANTEE shall comply with all requirements imposed by law and the GRANTEE regarding the maintenance of a record of each participant's participation in the SCSEP, including dates of entry - and termination, and services provided. All participant, financial and program records shall be maintained for a minimum three (3) year period following closeout of the GRANTEE'S OAA Title V prima grant. If, prior to the expiration of the three (3) 20 1� year retention period, any litigation or audit is begun or a claim is instituted involving the agreement covered by the records, the SUBGRANTEE shall retain the records beyond the three (3) year period until the litigation, audit finding, or claim has been finally resolved. GRANTEE will formally notify the SUBGRANTEE of the expiration of each subgrant retention period. Disposal of records, without GRANTEE approval, is at the SUBGRANTEE'S risk. B. Program Staff The SUBGRANTEE shall designate a Project Director to be responsible for administration of the SCSEP. Appointment shall be subject to consultation with GRANTEE. Other staff necessary to administer, manage and /or operate this subgrant shall be program enrollees whenever feasible, and project staffing arrangements shall be subject to approval by the GRANTEE. GRANTEE shall be provided advance notification, of at least 10 days, of any'proposed changes in project administrative personnel and /or staffing arrangements. C. Advisory Council SUBGRANTEE agrees to develop a mechanism for securing the largest and broadest possible community support for the project, such as an Advisory Council. The Advisory Council is to provide advice, assistance and support, while not functioning as a program policy- making body. The Advisory Council may be a committee or sub - committee of a larger aging, employment, or human services program council._ Membership should include, but not be limited to, enrollees, professional persons who are specialists in the field of aging, employment and human services programs, local labor leadership and representatives of private industry. A listing of the membership shall be submitted to the GRANTEE within ninety (90) days after execution of this agreement. VI. REPORTING REQUIREMENTS A. 7inancial Reports The SUBGRANTEE shall deliver to GRANTEE'S Finance • Department, a monthly financial report of its expenditure of funds received under this Subgrant. The report must have original signatures, and must be received by the 15th day of the month following the reporting period. The GRANTEE, at its discretion, may require SUBGRANTEE to submit an additional statement each month which will reflect the following: 21 (a) Purpose of each expenditure; (b) Payee of each expenditure; (c) Amount of each expenditure; and (d) Name of person requesting each expenditure. A copy of the Monthly Financial Report (MFR), and all attachments, shall be submitted to the designated NCOA Regional Manager. B. Wananement Information System (XIS) Reports The SUBGRANTEE shall submit properly certified participant tracking reports to the GRANTEE. These reports shall be submitted in the format and within the time frame prescribed by the GRANTEE. The reports shall include but not be limited to, information on enrollment, activity change and termination of participants. The SCSEP Procedures Manual provides a full description of all required reports, due dates, and persons to whom copies are distributed. C. Other Reports The SUBGRANTEE shall prepare in accordance with written directives those documents as specified by the GRANTEE to enable the GRANTEE to summarize and report the status of the program as set forth in this Subgrant and as required by the Department of Labor, other Federal agencies, and the GRANTEE. This data, along with other reports will be used to determine the performance of this Subgrant as set forth herein. VII. PERFORMANCE A. Performance Standards The SUBGRANTEE shall have adequate administrative and accounting controls, personnel standards, evaluation programs and other policies as may be necessary to promote the effective use of funds and to comply with Title V regulations. Performance by the SUBGRANTEE shall be measured monthly, by the GRANTEE, on a cumulative = basis against goals and standards specified in this AGREEMENT and incorporated by reference. The performance standards for program activities under this Subgrant, as outlined in the Program Narrative, i! shall also be monitored. It will be the responsibility of the SUBGRANTEE, to determine the nature, extent and cause of performance below relevant goals. is 22 B. Proaram and Financial Goals GRANTEE will review and analyze at least monthly, all reports submitted pursuant to provisions for program and financial goals set forth in this Subgrant. The GRANTEE reserves the right to require nail feral or other appropriate action which may involve the deobliaation of funds The SUBGRANTEE will be expected vriance to perform a the monthly financial minus two percent (2 %) n plans, as stipulated in the Budget, however, appropriate procedures must be initiated to assure that the total unsubsidized placement subgrant is not over - expended. goal is stipulated on page 1 of this AGREEMENT, and progress toward achieving same shall be reviewed on a monthly basis. Enrollee services plans be continuously reviewed t narrative /workplan, shall to h determine that goals are being met. C. Evaluation The frequency, format, accuracy and time of submission of required MIS and financial reports and invoices shall conform to instructions published by the GRANTEE. submission of delinquent or faulty data will be recorded and such occurrences shall result in an adverse effect upon the evaluation of the overall performance of the SUBGRANTEE, and may result in'the suspension or termination of the Subgrant. The submission of reports shall not be the only criterion by which the SUBGRANTEE is evaluated. Total performance within the scope of this Subgrant, Title V of the Older Americans Act and regulations, other applicable laws and regulations, and GRANTEE Directives, will all affect the evaluation of the Subgrant. VIII. MISCELLANEOUS All documents, records, reports, forms, or any other material maintained, completed, or submitted by the SUBGRANTEE in connection with the performance of the work, as well as any equipment, furniture, other tangible property (if any) acquired with funds provided or reimbursed by the GRANTEE, shall be the exclusive property of the GRANTEE and shall be delivered to the GRANTEE at the termination date or earlier termination of this Subgrant, or upon request therefor. All rights of copyright, reproduction, and disposal of the material gathered by the SUBGRANTEE, including but not limited to 23 the aforesaid documents, reports, and forms, shall belong exclusively to the GRANTEE, with the exception that the SUBGRANTEE is authorized to make and retain for its official records, copies of documents and reports provided to the grantee. - No publication or dissemination of any kind shall be made of material, reports, or results of this SCSEP by SUBGRANTEE without the prior consent of the GRANTEE, with the exception that the SUBGRANTEE may provide normal public information concerning the program, its purpose, and requirements for enrollment. The SUBGRANTEE may publish statistical data concerning participation and progress of the program. It is understood and agreed that this AGREEMENT incorporates and includes all prior negotiations, correspondence, conversations, agreements, or understandings applicable to the matters contained herein, and the parties agree that there are not commitments, agreements, or understandings concerning the subject matter of this AGREEMENT that are not contained herein. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether written or oral; it is further agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. To provide services as set forth in the Subgrant Narrative, the SUBGRANTEE shall continuously manage and operate this Subgrant at the following administrative office(s) and /or subsite(s): MONROE COUNTY DEPARTMENT OF SOCIAL SERVICES 1315 Whitehead St. Key West, FL 33040 24 IX. AUTHORITY TO EXECUTE Each of the parties hereto covenant to the other party that it has lawful authority to enter into this AGREEMENT and has authorized the execution of this AGREEMENT by the party's authorized representative. This AGREEMENT shall be effective upon execution by both parties. IN WITNESS WHEREOF, the parties have caused this AGREEMENT to be duly executed by their authorized representative, this day of Approved for GRANTEE by: Approved for SUBGRAHTEE by: Michael H. Puto Name Name Mayor of Monroe County, Florida Title Title / Signature Signature Date Date (SEAL) Attest DANNY L. KOLHAGE, Clerk . ‘4°J`eL D' ,ate' = C � erk . f avamsbdes *fir • AND LEGAL . • p` , � 1� t. 25 Attoreey's ir ' I SUBGRANT AGREEMENT INDEX Article I: Program Purpose Page Clause A. Project Objectives 2 B. Special Assurances 3 Article II: Grantee /Subgrantee Relationship Clause A. Legal Authority 5 B. Fund Availability 5 C. Independent Contractor 6 D. Third Party Agreements 6 E. Indemnification 7 F. Miscellaneous Provisions 7 1. Personnel & Records Availability 7 2. Conflict of Interest 8 3. Lobbying 8 4. Scope of Agreement 8 Article III: General. Administrative Provisions Clause A. Performance Period 9 B. Total Funds Awarded r 9 C. Subgrant Identification 9 D. Compliance with Applicable Laws, Regulations, Guidelines 9 E. Funding Obligations and Payments 10 F. Interest - Bearing Bank Account 12 G. Program Income 12 H. Use of >Federal Funds 12 I. Subgrant Modifications and Changes 13 J. Subgrant Termination 15 K. Closeout Procedures 16 Article IV: Financial Management Provisions Clause A. Accounting System 16 B. Bonding 17 C. Equipment 17 D. Indirect Costs 18 E. Insurance 18 F. Audits 19 Article V: Program Management Provisions Clause A. Policies and Records 20 B. Program Staff 21 C. Advisory Council 21 - CONTINUED ON REVERSE- THE NATIONAL COUNCIL ON THE AGING, INC. S ince 1950 working to improve the lives of older Americans 600 MARYLAND AVE. SW • WEST WING 100 • WASHINGTON, DC 20024 • TELEPHONE(202)479.1200 NCOA /SCSEP SUBGRANT AGREEMENT The following changes have been made in the standard NCOA /SCSEP Subgrant Agreement for Program Year 1989 -90 subgrants. Pace 3 Special Assurances, item #3: addition of sentence which reads, "Documentation of the 501(c)(3) status of non - governmental worksites must be retained on file." Rationale: To assure that subgrantees comply with • Legislative /regulatory requirements. Pace 4 Special Assurances,, item #19: new item which requires that activities be conducted in accord with the provisions of the . Drug -Free Workplace Act of 1988. Rationale: Legislative /regulatory requirement. Special Assurances, item #20: new item which requires compliance with Section 89 of the Internal Revenue Code, as appropriate. Rationale: Legislative /regulatory requirement. Pace 13 ARTICLE III, Clause I, Item #3(a) (General Administrative Provisions, Subgrant Modifications & Changes, Other Modifications): change in level at which prior approval is required for increases or decreases from approved enrollment. Approval now required for changes exceeding 10 instead of the ' previous requirement which was 20 %. Rationale: Administrative control. Pace 16 - ARTICLE III, Clause K (General Administrative Provisions, Closeout Procedures): (1) additional language stipulating the date by which subgrant closeout data must be submitted; and (2) additional language which states that payments.under an existing. subgrant may be suspended for failure to submit timely refunds on prior subgrants. Rationale: Administrative control. Chair Elva Walker; 1st Vice Chair Frankia Freeman. Esq. 2nd Vice Chan Darrel Knowles; Secretary Syhna Yuen; Assistant Secretary Charles Schottland Treasurer James Gunning: Assistant Treasurer Robert Popper • President Dr. Daniel Thum, ACSW • :. .. .. .. ..... - 2 - Page 23 ARTICLE VII, Clause B, paragraph #2 (Performance, Program and Financial Goals): Deletion of requirement that approved enrollment level be maintained at all times. Rationale: Recognizing that many projects have budgeted phase -in /phase -out enrollment plans, enforcement of the deleted provision was impractical. However, nothing in this change should be construed as relieving the subgrantee of its obligation to maintain its full enrollment level within normal budgetary constraints. [3- 20 -89]