LOWER MISSISSIPPI DELTA INITIATIVE LOCAL HERITAGE GRANTS SUBAWARD AGREEMENT FOR FEDERAL ASSISTANCE
This is a subaward agreement (“Agreement”) under a federal assistance grant between Jefferson National Parks Association, a Missouri non-profit corporation, hereinafter referred to as “ADMINISTRATOR” of the Lower Mississippi Delta Initiative Local Heritage Grants Program and __________, the recipient of a subaward, hereinafter referred to as “RECIPIENT.” Whereas ADMINISTRATOR is authorized to make and sign any agreements and perform any acts which may be necessary, desirable, or proper to conduct the purposes of the Program, and whereas, RECIPIENT has made application to ADMINISTRATOR for funding of activities in support of the Program’s goals as authorized by Congress, ADMINISTRATOR and RECIPIENT hereby agree as follows:
A. PURPOSE OF THE SUB-AWARD
A.1 The purpose, goals, and objectives of this grant (“subaward”) to RECIPIENT is to fund the project or program as submitted by RECIPIENT in response to the Lower Mississippi Delta Initiative Local Heritage Grants Program Call for Proposals.
A.2 This subaward is issued to RECIPIENT on the expressed condition that project activities and funds will be carried-out and administered in accordance with the terms and conditions as hereby set forth in this Agreement and all its attachments, including Standard Provisions (Appendix I) and Special Provisions (Appendix II) why are hereby made part of this Agreement.
B. PERIOD OF AGREEMENT
B.1 This Agreement becomes effective on the date of electronic acceptance and shall apply to commitments made by RECIPIENT in furtherance of program objectives during the performance period as identified in RECIPIENT’S proposal.
B.2 All expenditures made with funds provided under this subaward shall be for allowable program expenditures incurred during the period of this subaward. RECIPIENT may not incur costs prior to the award of the Agreement. Expenses incurred prior to award are not eligible for reimbursement or inclusion in the total budgeted program costs.
C. ORIGINATING SOURCE OF FUNDING
C.1 The originating source of the federal assistance grant funds made available under this program is the U.S. Department of Interior, National Park Service, Cooperative Agreement P21AC11809.
C.2 The originating grant period is August 24, 2021 to September 30, 2024. This originating grant period should not be confused with the unique performance period approved for RECIPIENT.
C.3 The federal Assistance Listing Number (ALN) for this program is 15.014, “Supporting the Lower Mississippi Delta Initiative”.
D. AMOUNT OF SUB-AWARD AND PAYMENT
D.1 ADMINISTRATOR, acting in the capacity of a pass through entity under this Agreement, will pay RECIPIENT the amount identified in the Notice of Award for the successful completion of services provided under this federal assistance subaward.
D.2 ADMINISTRATOR shall not be liable for reimbursing RECIPIENT for any costs more than the amount identified in the Notice of Award.
D.3 Initial payment equal to 90% of the total approved subaward will be made to RECIPIENT within 10 days of the commencement of the approved project or program.
D.4 Final payment of up to 10% of the total approved subaward will be made to RECIPIENT after required final project reports are received and accepted by ADMINISTRATOR.
E. SUB-AWARD MODIFICATIONS
The following modifications require written approval from ADMINISTRATOR:
- To change the scope of the project objectives and/or activities.
- To change the venue.
- To change the required funding amounts necessary to fulfill the stated project objectives.
- To change key project staff.
- To reallocate between budget lines items an amount greater than 5% of the total subaward.
- To change the effective period of the Agreement.
F. REPORTING
F.1 RECIPIENT shall maintain adequate records that clearly support the charges and expenditures incurred under this project. When requested by ADMINISTRATOR, RECIPIENT shall submit supporting documentation to support claims made by RECIPIENT.
F.2 ADMINISTRATOR may, at its discretion, request modification of any invoice or report when unallowable expenditures are incurred or charged to the subaward, amend the schedule for reporting requirements, and/or require additional supporting documentation from RECIPIENT, as necessary.
F.3 RECIPIENT shall provide ADMINISTRATOR a progress report at the midpoint of the project or program in the format requested by ADMINISTRATOR.
F.4 RECIPIENT shall provide ADMINISTRATOR a final report no later than 30 days following the conclusion of the project or program in the format requested by ADMINISTRATOR.
F.5 RECIPIENT shall provide ADMINISTRATOR additional progress and financial report as deemed appropriate by ADMINISTRATOR.
G. Representations and Warranties
G.1 The ADMINISTRATOR and RECIPIENT shall be independent contractors, and nothing herein shall be construed or implied to mean the establishment or existence of a partnership or joint venture between the parties, nor shall any party herein be construed to be employees, agents, or principals of the other party.
G.2 By accepting the grant offer, RECIPIENT certifies that the terms of conditions defined in this Agreement are accepted and that the individual accepting the grant offer is authorized to enter into this Agreement on behalf of their respective organization.
H. SIGNATURES NOT REQUIRED FOR ACCEPTANCE
RECIPIENT is not required to sign this Agreement or any other award document. RECIPIENT’S acceptance of a subaward, including all terms and conditions stated herein, is indicated by the deposit of subaward funds, start of work, or accepting the award via electronic means through ADMINISTRATOR’S online grant notification and management platform.
APPENDIX I
STANDARD PROVISIONS
1. ACCOUNTING, INSPECTION, RECORD RETENTION, and AUDITING
1.1 RECIPIENT shall maintain books, records, documents, and other evidence relating to the project in accordance with Generally Accepted Accounting Principles (GAAP) to sufficiently substantiate expenditures charged to this subaward, as well as any reported cash or contributions in-kind, cost share or matching requirement. RECIPIENT shall ensure that funds expended under this subaward are used for the purposes described in the grant proposal.
1.2 RECIPIENT shall provide ADMINISTRATOR access to any books, documents, papers, and records of RECIPIENT which are directly pertinent to the specific project for the purpose of making audits, examinations, excerpts, and transcripts.
1.3 Federal regulation requires that recipients of federal assistance funds retain financial and programmatic records, supporting documents, and all other records that may be considered pertinent to a subaward, for a period of three (3) years from the date of the final report that includes expenditures from this subaward. These records may be subject to an audit by the federal donor agency, ADMINISTRATOR and/or their representatives. RECIPIENT shall maintain records for such longer period, if any, as is required to complete an audit, to resolve all questions concerning expenditures unless approval has been obtained from ADMINISTRATOR to dispose of the records.
1.4 If any litigation, claim, or audit is started before the expiration of the three-year period, the records shall be retained until litigation, claims or audit findings involving the records has been fully resolved.
2. REFUND
2.1 RECIPIENT shall submit to ADMINISTRATOR within 15 days from the subaward completion date all unused funds for return to the LMDI Local Heritage Grants Program.
3. TERMINATION AND SUSPENSION
3.1 ADMINISTRATOR may suspend or terminate this subaward at any time, in whole or in part, if and when it is determined that RECIPIENT has materially failed to comply with the terms and conditions of the grant, if funding is no longer available for the grants program, or if the federal donor agency unilaterally terminates the program due to extraordinary circumstances.
3.2 In the event of termination and/or suspension of Agreement, RECIPIENT will be notified in writing by ADMINISTRATOR within 15 days prior to the effective termination or suspension date. Upon notification, RECIPIENT shall take immediate action to minimize all expenditures against the subaward.
3.3 In the event of termination for non-compliance with the terms of this Agreement, RECIPIENT may be subject to other legal or administrative remedies, as appropriate.
3.4 RECIPIENT may not charge any expenses against the grant after the effective date of termination. In the event of termination, RECIPIENT shall submit a final accounting and return to ADMINISTRATOR all unspent funds provided under the subaward no later than thirty (30) days after termination.
3.5 In the event of withdrawal from or termination of this Agreement, RECIPIENT shall refund all amounts that have been disbursed for purposes which are or are not in accordance with the terms of this Agreement.
3.6 In the event of suspension, RECIPIENT shall return on demand to ADMINISTRATOR any unspent cash balance. RECIPIENT shall also submit a Financial Report as of the date of suspension and refund all amounts that have been disbursed for purposes that are not in accordance with the terms of the Agreement.
4. DISPUTES
4.1 ADMINISTRATOR management staff shall consult with the federal donor agency to determine the best course of action regarding any disputes that arise under this Agreement.
4.2 RECIPIENT has the right to appeal to ADMINISTRATOR and shall have an opportunity to be heard and to offer evidence in support of its appeal.
5. LIMITATION
5.1 ADMINISTRATOR and RECIPIENT understand and acknowledge that, expect as expressly provided in this Agreement, there is no other obligation whatsoever to provide additional support to RECIPIENT for purposes of this or any other project.
6. INSURANCE AND NON-LIABILITY
6.1 RECIPIENT shall maintain appropriate commercial liability and worker’s compensation insurance coverage in the form and in the limits required by ADMINISTRATOR during the period this Agreement remains in effect, proof of which shall be provided to ADMINISTRATOR upon request. The decision of the ADMINSTRATOR regarding form and limits of coverage shall be final.
6.2 RECIPIENT shall hold ADMINISTRATOR harmless for any loss or damage that may occur during transportation or delivery of project goods or services.
6.3 RECIPIENT agrees to release, indemnify, and hold harmless ADMINISTRATOR, its officers, directors, employees, agents and its respective heirs, legal representatives, successors and assigns, from any and all claims, demands, liabilities, expenses (including reasonable attorney’s fees and disbursements, court costs, judgments, settlements and fines) arising out of, resulting from, or in connection with the performance of this Agreement by RECIPIENT or a partner, agent or client of RECIPIENT. This paragraph shall survive termination or expiration of this Agreement.
6.4 ADMINISTRATOR may at any time request RECIPIENT to provide written Proof of Insurance.
7. DEBARMENT AND SUSPENSION
By agreeing to the terms of this Agreement, RECIPIENT certifies that neither it nor its principals are presently debarred, suspended, ineligible, or voluntarily excluded from Federal Procurement or Non-procurement Programs.
8. COMPLIANCE WITH ANTI-TERRORISM CERTIFICATION
8.1 Executive Order 13224 and the USA Patriot Act prohibits recipients of federal funds from knowingly conducting business with, employing individuals from, or contributing funds to persons or entities associated with terrorist activities or support. A recipient of federal funds, either directly or through a pass-through arrangement, must certify that it will comply with the Anti-Terrorism Certification as a condition of receiving the funds.
8.2 By agreeing to the terms of this Agreement, RECIPIENT certifies that, as of the date on which this Agreement is executed, RECIPIENT named in this Agreement does not knowingly employ individuals or contribute funds to entities or persons on either the Department of Treasury’s Office of Foreign Assets Control Specially Designated Nationals List, the Terrorist Exclusion List, or any other watch list produced by or recognized by the federal government that may amend, supplement, or supersede any or all of the above mentioned lists. Should any change in circumstances pertaining to this certification occur at any time, RECIPIENT will notify ADMINISTRATOR immediately.
9. CIVIL RIGHTS COMPLIANCE
RECIPIENT shall comply with nondiscrimination requirements contained in various federal laws. If a court or administrative agency makes a finding of discrimination on grounds of race, color, religion, national origin, gender, disability, or age against RECIPIENT after a due process hearing, RECIPIENT agrees to forward a copy of the finding to ADMINISTRATOR.
10. LOBBYING
RECIPIENT shall not use federal funds for lobbying and agrees to disclose any lobbying activities by submitting Standard Form–LLL, “Disclosure of Lobbying Activities,” upon request.
11. FORCE MAJEURE
Neither party shall be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control including, but not limited to Acts of God, Government restrictions (including the denial or cancellation of any export or other necessary license), wars, insurrections and/or any other cause beyond the reasonable control of the party whose performance is affected.
12. AMENDMENT
This Agreement may only be amended, in writing, and by formal modifications to the basic subaward document, after formal consultations and Agreement between the parties to the Agreement.
13. PROCUREMENT
All procurement transactions shall be conducted in a manner to provide, to the maximum extent practical, open, and free competition. RECIPIENT shall be alert to organizational conflict of interest as well as non-competitive practices among contractors that may restrict or eliminate competition or otherwise restrain trade. Awards shall be made to the bidder that is responsive to the solicitation and is most advantageous to the recipient, price, quality, and other factors considered.
14. ACKNOWLEDGEMENTS
14.1 RECIPIENT shall ensure that any related promotional materials will acknowledge ADMINISTRATOR’s financial contributions with the following statement in the designated acknowledgment section: “This project was made possible with funding provided by the Lower Mississippi Delta Initiative, a program administered by the National Park Service and Jefferson National Parks Association.”
14.2 ADMINISTRATOR shall at its discretion have full access to and usage of any materials, in complete or excerpted form, produced through the funding granted under this Agreement. Uses include publication in ADMINISTRATOR publications, on ADMINISTRATOR website, and in local and national events or education tools. RECIPIENT shall be accorded acknowledgment for any materials produced by the subaward and used by ADMINISTRATOR.
15. CHOICE OF LAW AND VENUE
This Agreement shall be taken and deemed to have been fully executed, made by the parties in, and governed by the laws of the State of Missouri for all purposes and intents. Any action arising out of or concerning this Agreement shall be brought only in the Circuit Court of the City of St. Louis or in the United States District Court for the Eastern District of Missouri - Eastern Division, and the parties irrevocably consent to the jurisdiction of such courts.
APPENDIX II
SPECIAL PROVISIONS
1. ADDITIONAL RESTRICTIONS ON USE AND DISPOSITION OF SUBAWARDS
1.1 RECIPIENT acknowledges responsibility to refrain from using subaward funds, in whole or in part, to support projects that advocate or promote a particular political, religious, or ideological point of view; advocacy of a particular program of social or political action; the promotion of specific public policies or legislation; or lobbying activities.
1.2 In compliance with Section 106 of the National Historic Preservation Act, the National Park Service shall consult with State Historic Preservation Office personnel and other interested parties concerning projects involving places listed in or eligible for listing it the National Register for Historic Places as appropriate. RECIPIENT acknowledges that no subaward funds will be disbursed until satisfactory completion of this consultation process, if required.
1.3 In compliance with Executive Order 13175 “Consultation and Coordination with Indian Tribal Governments” and related departmental and agency policy, the National Park Service shall consult with Tribal Nations regarding projects involving potential Tribal implications as appropriate. RECIPIENT acknowledges that no subaward funds will be disbursed until satisfactory completion of this consultation process, if required.
1.4 As a recipient of a federal sub-award, RECIPIENT acknowledges responsibility to comply with the following sections of the Code of Federal Regulations: 2 CFR § 200.92 Subaward; 200.101 Applicability; and 200.332 Requirements for pass-through entities.
1.5 Except as specifically identified in RECIPIENT’S project proposal, no funds provided hereunder to RECIPIENT may be subsequently passed on to any other entity in the form of a subaward or contract without prior written approval from ADMINISTRATOR.
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