SCSEP PY 1990 - 1991 a SUBGRANT AGREEMENT
THIS AGREEMENT is entered into by the National Council on the
F 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 Pro
gram (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
THE AGING, INC.
600 Maryland Avenue, S.W.
West Wing 100
` Washington, D.C. 20024
(202) 479 -1200
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SUBGRANT PERIOD: Tuly 1 1990 to Tune 30. 1991 .
SUBGRANT NUMBER:
t.
FUNDING, SLOT LEVELS,
1 . i 4 PLACEMENT GOALS: TITLE V 502 TOTAL
Federal Funds Awarded $179,000 N/A $179,000
DOL Authorized Enrollment
' Positions 38 N/A 38
NCOA Approved Enrollment
f Positions 38 N/A
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Unsubsidized Placement Goal 10 N/A 10
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Method of Payment
xx Cost Reimbursement Advance Payments
subgrant AN
For official sub
g 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
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budget (Exhibit A), and a nar WrgpiRje workplan (Exhibit B).
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WITNESSETH
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WHEREAS, the GRANTEE has received a Grant from the United
'f, 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
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? 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
Ka 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 obligations and to the performance
A : and accomplishments of the tasks and provisions hereafter
described.
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I. PROGRAM PURPOSE
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I A. Project Objectives
it
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
L , 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.
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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 available, 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
x 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
!`a 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
y y political subdivision thereof) which assure
that the maximum number of eligible individuals have an
opportunity to participate in the project;
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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
F 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
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
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employer; as well as, assure that the minimum wage and
4 maximum hours provisions of the Federal Fair Labor Standards
Act, as they apply to hospital and education institution
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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
i 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;
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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;
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f / 16) Assure that SCSEP positions are distributed in an equitable
!4 manner taking into consideration (1) the proportion which
eligible individuals bears to the total number of such
g 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;
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17) In accord with congressional intent, take steps to
4 strengthen the coordination of program activities with the
private sector and with organizations charged with the
Y operation of employment projects, particularly with the Job
{ Corps and those programs funded under the authority of the
r Job Training Partnership Act (JTPA);
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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.
>; 21) Assure that the required financial and compliance audits in
accordance with the Single Audit Act of 1984 are performed,
if applicable. Copies of said audits to be provided to the
>' GRANTEE.
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II. GRANTEE / SUBGRANTEE RELATIONSHIP
A. Regal Authority
4) The SUBGRANTEE warrants that it is in compliance with all
applicable state and Federal requirements and standards and
G 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
k enter into this Subgrant, receive the funds authorized by
* this Subgrant, and to perform the services the SUBGRANTEE
has obligated itself to
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`' The person or persons signing and executing this Subgrant on
ftJ behalf of the SUBGRANTEE, or representing themselves as
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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
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t/ 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
=T That it is expressly understood and agreed by and between
the parties hereto that this agreement is wholly conditioned
s 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,
r GRANTEE may, at its sole discretion, terminate this
k agreement. The GRANTEE shall not be liable for payment for
s any work or services performed by SUBGRANTEE under or in
connection with this Subgrant beyond the effective date of
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' said termination.
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t 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.
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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
F Department of Labor and /or the GRANTEE at any time.
C. Independent Contractor
SUBGRANTEE shall operate p to hereunder as an independent
contractor, and not as an officer, agent, or employee of
p GRANTEE. It is expressly agreed and understood between the
parties hereto, in entering into this agreement, that the
1 GRANTEE shall not be liable to the SUBGRANTEE for any
benefits or coverage as provided by Workers Compensation
Laws, and further aryone 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 work and services performed hereunder, and
all persons performing same, and shall be solely responsible
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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, specifically 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 NCOA /SCSEP - Procedures Manual regarding
approval of enrollee training.
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.
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1 ,, ,, F. Miscellaneous Provisions
(1) Personnel and Records Availability
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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.
w Such authorized representatives shall, during business
4 hours, have access to, for inspection and copying:
e books, records, memoranda, correspondence, personnel
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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
4 with funds under this Subgrant to ensure compliance
1 with the terms of this Subgrant.
7 GRANTEE'S staff shall monitor SUBGRANTEE, through on-
4 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
0 of SUBGRANTEE'S records, interviews with
1. 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
Y from using their positions for a purpose that
constitutes or presents the appearance of personal or
organizational conflict of interest, or personal gain.
(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
a agreement.
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CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans, and
Cooperative Acireements
By accepting this subgrant, the signee hereby
certifies, to the best of his or her knowledge and
belief, that:
No Federal appropriated funds have been paid, by or on
behalf of the undersigned, to any person for
influencing or attempting to influence an officer or
• employee of Congress, or any employee of a Member of
Congress. in connection with the awarding of any Federal
contract, the making of any Federal grant, the making
of any Federal loan, the entering into of any
cooperative agreement, and the extension, continuation,
renewal, amendment or modification of any Federal
contract, grant, loan or cooperative agreement.
If any funds other than Federal appropriated funds have
been paid or will be paid to any person for influencing
or attempting to influence an officer or employee of
any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of
Congress in connection with this Federal contract,
grant, loan or cooperative agreement, the undersigned
shall complete and submit Standard Form - LLL,
"Disclosure Form to Report Lobbying" in accordance with
its instructions.
The undersigned shall require that the language of this
certification be included in the award documents for
all subawards at all tiers (including subcontracts,
subgrants, and contracts under grants, loans, and
cooperative agreements) and that all subrecipients
shall certify and disclose accordingly.
This certification is a material representation of fact
upon which reliance was placed when this transaction
was made or entered into. Submission of this
certification is a prerequisite for making or entering
into this transaction imposed by Section 1352, Title
31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil
penalty of not less than $10,000 and not more than
$100,000 for each such failure.
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(4) Scope 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.
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III. GENERAL ADMINISTRATIVE PROVISIONS
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
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That it is understood 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.
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.- C. Subgrant Identification
The SUBGRANTEE agrees to utilize the Subgrant Number on all
ri correspondence, communication, reports, vouchers, invoices,
publications, and all data concerning this Subgrant as
• delivered hereunder.
a 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., with funding provided by the United States Department
of Labor.
D. Compliance with Applicable Laws, Regulations and Guidelines
a (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
1 regulations of GRANTEE. It is further agreed and
4 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.
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(2) Laws 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
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reference.
y All chahges.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.
4 c. Contract Work Hours and Safety Standards Act (40
USC 327 -332).
d. Office of Management and Budget OMB Circulars.
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1 e. Audit Requirements at 29 CFR Part 96.
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f. Debarment and Suspension Regulations (including
the requirements for 'a drug -free workplace) at 29
CFR Part 98.
g. Administrative Regulations, at 41 CFR 29 -70 and /or
29 CFR Part 97.
h. NCOA -SCSEP Procedures Manual.
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i. Equal Employment Opportunity Directives.
j. Title VI of the Civil Rights Act of 1964 (PL 88-
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352) .
k. Uniform Relocation and Assistance and Real
Property Acquisitions Act of 1970 (PL 91 -646).
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1. Title IX of the Education Amendments of 1972, as
amended.
m. Section 504 of the Rehabilitation Act of 1973, as
amended.
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n. The Age Discrimination Act of 1975, as amended.
o. The Drug Abuse Office and Treatment Act of 1972
(P.L. 92 -255), as amended.
r p. The Comprehensive Alcohol Abuse and Alcoholism
' Prevention, Treatment and Rehabilitation Act of
1970 (P.L. 91 -616), as amended.
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(3) Enrollee Benefits
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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.
e Failure to comply with this paragraph shall constitute I
4.
grounds for revocation of this AGREEMENT. SUBGRANTEE I
4 agrees to indemnify GRANTEE for any costs, awards,
penalties or associated expenses, including legal fees,
g incurred by the GRANTEE, arising out of SUBGRANTEE'S
enrollee benefit policies.
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E. Funding Obligations and Payments
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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:
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GRANTEE shall not be liable to the SUBGRANTEE for any costs
x in excess of the approved 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
4 Circulars A -87 or A -122, or in violation of any other
regulations and /or management circulars promulgated under
t 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.
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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 ma y withhold
delinquent obligations are fulfilled by SUBGRANTEE. tch time as
The GRANTEE may withhold from payment to the SUBGRANTEE,
direct administrative costs and the indirect costs invoiced
4 for under this Subgrant for failure to submit required
1 reports accurately and timely. Amounts withheld will be
released upon submission of satisfactory reports.
I If prior approval has been provided by the GRANTEE, an
advance payment to the SUBGRANTEE may be made for
1 exceptional circumstances.
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F. Interest - Bearing 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.
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G. Program Income
All records and accounts of program income are to be
maintained and reported in accordance with the financial
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1 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.
I. Subgrant Modifications and Chances
(1) Time Limitations
1 That except as otherwise provided herein, any
4 alterations, additions, or deletions to the terms of
1 this Subgrant shall be by modification hereto in
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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.
(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.
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(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.
J. Subgrant Termination
That the performance of work under the Subgrant may be
terminated by the GRANTEE in accordance with this Clause in
whole or in part:
(1) Termination for Cause
The GRANTEE or the SUBGRANTEE may terminate this
Subgrant when it has been determined that the other
16
party has failed to provide any of the services
} specified, or failed to comply with any Federal
requirement or provisions contained within this
Subgrant. If the SUBGRANTEE fails to perform in whole
or in part the terms of this Subgrant or fails to make
sufficient progress so as to endanger performance, the
GRANTEE will notify the SUBGRANTEE of such
unsatisfactory performance in writing. The SUBGRANTEE
has ten (10) working days in which to respond with a
written plan acceptable to the GRANTEE for correction
of deficiencies. If the SUBGRANTEE does not respond
within the appointed time with appropriate plans, the
GRANTEE shall serve a Notice of Termination on the
SUBGRANTEE which will become effective within thirty
(30) days after receipt. In the event of termination,
the GRANTEE shall be liable for payment only for
services prior to the effective date of the
termination, provided that such services are in
accordance with the provisions of this Subgrant and are
allowable costs as specified in the regulations.
(2) Termination for Convenience
Either the GRANTEE or SUBGRANTEE may request a
termination for convenience. Either party shall give a
thirty (30) day advance notice, in writing, of the
effective date of such a termination. The SUBGRANTEE
shall be entitled to receive just and equitable
compensation for any allowable services satisfactorily
performed hereunder through the date of termination.
(3) Notice of Termination
Whenever for any reason the GRANTEE shall determine
that such termination is necessary for the GRANTEE, any
such termination shall be effective by delivery to the
SUBGRANTEE of a Notice of Termination specifying
whether termination is for cause or for the convenience
of the GRANTEE, the extent to which performance of work
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.
17
R. CLOSEOUT PROCEDURES
, The SUBGRANTEE will submit subgrant closeout data no later
r 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.
d
IV. FINANCIAL MANAGEMENT PROVISIONS
6
. A. Accounting SyBtem
t
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
4 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
r. deducted monthly from the funds allocated to SUBGRANTEE.
SUBGRANTEE shall retain 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
f
be maintained for all transactions.
t SUBGRANTEE shall insure that GRANTEE, the Comptroller
General of the United States, the U.S. Department of Labor,
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.
r
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
18
1
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.
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 includts
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.
19
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(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.
Any remodeling and rehabilitation must be reviewed by
the GRANTEE and written approval provided by the
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.
1
D. Indirect Costs
i
1 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.
E. 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.
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
20
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
• 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.
1
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21
•
1
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
- .1
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 prime
grant. If, prior to the expiration of the three (3)
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.
22
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f.
B. Program Staff ,
The SUBGRANTEE shall designate a Project Director j 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
i staffing arrangements shall be subject to approval by the
GRANTEE.
X
GRANTEE shall be provided advance notification, of at least
{ 10 days, of any proposed changes in project administrative
personnel and /or staffing arrangements.
a
4 C. Advisory Council
i
ry 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
i is to provide advice, assistance and support, while not
functioning as a program policy-making body. g y 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
=5 within ninety (90) days after execution of this agreement.
a
VI. REPORTING REQUIREMENTS
A. Financial Reports
t
The SUBGRANTEE shall deliver to GRANTEE'S Finance
'i
Department, a monthly financial report of its expenditure of
1 funds received under this Subgrant. The report must have
j original si o E
g' gnatures, 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: F
(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.
23
B. Management Information System (MIS) 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,
shall also be monitored. It will be the responsibility of
the SUBGRANTEE, to determine the nature, extent and cause of
performance below relevant goals.
B. Program 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 replanning or other
appropriate action which may involve the unilateral
deobligation of funds.
The SUBGRANTEE will be expected to perform within a plus or
minus two percent (2 %) variance of the monthly financial
plans, as stipulated in the Budget, however, appropriate
24
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procedures must be initiated to assure that the total
subgrant is not over - expended. The unsubsidized placement
goal is stipulated on page 1 of this AGREEMENT, and progress
toward achieving same shall be reviewed on a monthly basis.
Enrollee services plans, as stipulated in the
narrative /workplan, shall be continuously reviewed to
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. The
submission of delinquent or faulty data will be recorded and
such occurrendes 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
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.
25
1
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):
s
W
MONROE COUNTY JFPARTMF.NT nF CnCTAT srmirEs
1315 Whitehead Srraer
Key West, Florida 11n4n
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• S
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
•
Approved for GRANTEE by: Approved for SUBGRANTEE by:
John Stormont
Name Name
Mayer, Moarne County. Florida
Title Title
6
Signature Si•s7ture
June 20, 1990
Date Date
(SEAL)
Attest DANNY L. KOLHAGE, Clerk
a By G
) 1-r
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY.
Ott -rre;� s Office �
A
27
VERIFICATION OF SIGNATURES*
•
SUBGRANTEE: BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY. FLORIDA
c/o MONROE COUNTY DEPARTMENT OF SOCIAL SERVICES
1315 Whitehead Street
Key West. Florida 33040
SUBGRANT PERIOD: July 1, 1990 to June 30. 1991
Authorized to Sign These Documents:
Authorized Signatories for SCSEP Documents (Circle "Yes" or "No" for Each Type)
(1)
-1 Contracts /Legal Agreements Or No
John Stormont, Mayor of Monroe County Subgrant Contract Modifications (te No
Typed Name and itle Request for Advance Funds Yes 4
; Monthly Financial Report (MFR) YesCO
_e0,1 Program Reports /Data Yes T�o
gnat a nd Date
(2) •
Contracts /Legal Agreements Yes 0
Peter J. Horton, Division Director Subgrant Contract Modifications Yes
Typed Name and Title Community Services Request for Advance Funds No
-, Monthly Financial Report (MFR) No
` A / Program Reports /Data a No
ignatur d D e
:' :i
(3)
Contracts /Legal Agreements Yes o
Louis LaTorre, Executive Director Subgrant Contract Modifications Yes 3
Typed Name and Title Dept. of Social Servicedlequest for Advance Funds 'No
`. > Monthly Financial Report (MFR) (74N � No
• Program Reports /Data � No
Signature and Date
'4 (4)
C ontracts /Legal Agreements Yes o
') Frank F. Wooten, Program Director Subgrant Contract Modifications Yes Jo
-I Typed Name and Title Request for Advance Funds es No
Monthly Financial Report (MFR) 4MM No
.' / tdif-t-- j� 90 Program Reports /Data No
.,
Signature and Date
* Note: Additional signature blocks are on the reverse side. If there are no more
signatories, unused signature blocks should be crossed out. If more signature blocks
are needed, photocopy this document. The Agency Director must sign this document
(and any photocopies) at the bottom of reverse side.
1
y C
1a
Authorized to Sign These Documents:
Authorized Si•natories for SCSEP Documents (Circle "Yes" or "No" for Each T •_)
1 Contracts /Legal Agreements Yes No
,
Subgrant Contract Modific. ions Yes No
4 Type. Name and Title Request for Advance Fun• Yes No
! Monthly Financial Rep %rt (MFR) Yes No
Program Reports /Da - Yes No
f
4
j Signature a • Date
(6)
L Contracts /Legal Agreements Yes No
Subg -nt Contract Modifications Yes No
Typed Name and Title Re. est for Advance Funds Yes No
'- onthly Financial Report (MFR) Yes No
Program Reports /Data Yes No
\ \ Signature and Date
(7)
Contracts /Legal Agreements Yes No
Subgrant Contract Modifications Yes No
Typed Name and Title Request for Advance Funds Yes No
\ \ Monthly Financial Report (MFR) Yes No
\ Program Reports /Data Yes No
\
Signature and Date
(8)
Contra is /Legal Agreements Yes No
Subgrant Contract Modifications Yes No
Typed N -.le and Title Request f Advance Funds Yes No
Monthly Fin cial Report (MFR) Yes No
Program Repor /Data Yes No
-ignature and Date
j I have examined this document and certify that it is correct and complete. It is
understood that it is the responsibility of the subgrantee to provide the National
Council on the Aging with written notification of changes in any of the above
referenced information within 15 working days.
_____.7
Signature of Agency Director Date
N
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