HomeMy WebLinkAboutResolutions - 2022.06.07 - 35578m
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COUNTY MICHIGAN
BOARD OF COMMISSIONERS
June 7, 2022
MISCELLANEOUS RESOLUTION #22-201
Sponsored By: Kristen Nelson
Parks & Recreation - Grant Acceptance with the National Fish and Wildlife Foundation for the Mill
Pond Dam Removal and Restoration Project
Chairperson and Members of the Board:
WHEREAS the Parks and Recreation Commission received notification of a grant award of $218,314 from the
National Fish and Wildlife Foundation (NFWF) Southeast Michigan Resilience Fund; and
WHEREAS the grant will fund, in part, the removal of the Mill Pond Dam in Springfield Township and the
restoration of the natural river channel; and
WHEREAS the term of the grant is February 1, 2022 through June 1, 2023; and
WHEREAS removal of the dam and restoration of the river channel and adjacent wetlands will improve natural
habitat in Oakland County; and
WHEREAS the grant award requires a grant match of $207,472 which will be shared between Oakland County
Parks and Recreation (55% or $114,110) and Springfield Township (45% or $93,362) per the interlocal
agreement between Oakland County Parks and Recreation and Springfield Township for management of the
Mill Pond Dam.
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners hereby approves
the grant award from the Southeast Michigan Resilience Fund in the amount of $218,314 for the Mill Pond
Dam Removal and Restoration project. '
BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners authorizes the Chairperson
or his designee to execute any documentation required for the grant award.
BE IT FURTHER RESOLVED that the required matching funds are currently budgeted in the Parks and
Recreation Capital Improvement Project SAC43128.
BE IT FURTHER RESOLVED that the FY 2022 budget is amended as reflected in the attached Schedule A -
Budget Amendment document for the grant acceptance.
Chairperson, the following Commissioners are sponsoring the foregoing Resolution: Kristen Nelson.
/ Date: June 07, 2022
David Woodward, Commissioner
Date: June 09, 2022
Hilarie Chambers, Deputy' County Executive li
/tf
Date: June 09, 2022
Lisa Brown, County Clerk / Register of Deeds
COMMITTEE TRACKING.
2022-05-17 Legislative Affairs & Government Operations - recommend to Board
2022-06-07 Full Board
VOTE TRACKING
Motioned by Commissioner Penny Luebs seconded by Commissioner Eileen Kowall to adopt the attached
Grant Acceptance: with the National Fish and Wildlife Foundation for the Mill Pond Dam Removal and
Restoration Project.
Yes: David Woodward, Michael Gingell, Michael Spisz, Karen Joliat, Kristen Nelson, Eileen Kowall,
Christine Long, Philip Weipert, Gwen Markham, Angela Powell, Thomas Kuhn, Charles Moss, Marcia
Gershenson, William Miller III, Yolanda Smith Charles, Charles Cavell, Penny Luebs, Janet Jackson, Gary
McGillivray, Robert Hoffman, Adam Kochenderfer (21)
No: None (0)
Abstain: None (0)
Absent: (0)
Passed
ATTACHMENTS
1. Schedule A Parks NFWF Grant
2. Grant Review Sign -Off 1 page
3. NFWF SEMI Resilience Grant Agt Revised Final 2022
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and
accurate copy of a resolution adopted by the Oakland County Board of Commissioners on June 7, 2022, with
the original record thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the Circuit Court at Pontiac,
Michigan on Tuesday, June 7, 2022.
R
I�
Lisa Brown, Oakland County Clerk / Register of Deeds
Oakland County, Michigan
Parks & Recreation - Grant Acceptance with the National Fish and Wildlife Foundation for the Mill Pond Dam Removal and Restoration Project
Schedule "A" DETAIL
i R/E I Fund Name I Division Name
I Fund #
I Division #
I Program #
I Account #IOperating
Unit (OU)
Fund
I Affiliate
Budget
I Reference
t
I ]Project
I Project #
I ActivitylAnalyslsl
Account Title Amendment
Amendment
Amendment
R Parks and Recreation Fund Springfield Oaks FND50800 CCN5060732 PRG160070 RC650105 Contributions -State Grants $
$
218,314
218,314
$ -
$ -
$ -
$ -
E Parks and Recreation Fund Planned Use of Balance FND50800 CCN5060666 PRG160666 SC796500 Budgeted Equity Adjustments $
$
218,314
218,314
$ -
$ -
$ -
$ _
GRANT REVIEW SIGN -OFF — Parks & Recreation
GRANT NAME: National Fish and Wildlife Foundation
FUNDING AGENCY: Southeast Michigan Resilience Fund
DEPARTMENT CONTACT: Melissa Prowse/(248) 249-2801
STATUS: Grant Acceptance (Greater than $10,000)
DATE: 05/03/2022
Please be advised the captioned grant materials have completed internal grant review. Below are the returned comments.
The Board of Commissioners' liaison committee resolution and grant acceptance package (which should include this sign -
off and the grant agreement/contract with related documentation) may be requested to be placed on the agenda(s) of the
appropriate Board of Commissioners' committee(s) for grant acceptance by Board resolution.
DEPARTMENT REVIEW
Management and Budget:
Approved by M & B — Lynn Sonkiss 3/3/2022.
The draft resolution is to be updated to reflect the budget amendment language / Schedule A
budget amendment document for this acceptance.
Human Resources:
Approved by Human Resources. No HR implications, therefore HR action is not needed.- Heather Mason 3/2/2022
Risk Management:
Approved by Risk Management with the following Modification:
• Section 2.13 Insurance: should be modified to allow for self-insurance and remove the
"named insured" requirement as modified below in red:
2.13. Insurance.
The NFWF Subrecipient agrees to obtain and maintain all appropriate and/or required insurance
or governmental self-insurance coverages against liability for injury to persons or property from any and all
activities undertaken
by the NFWF Subrecipient and associated with this Agreement in any way. NFWF reserves the right
to require additional insurance limits and policies based on specific activities under this Agreement,
that NFWF be named insured except for governmental self-insurance on all applicable insurance policies,
and that the NFWF Subrecipient
provide a certificate of insurance and/or copies of applicable insurance policies as requested by
NFWF. The terms of this provision will survive termination of this Agreement.
Since Oakland County is self -insured for many of its' insurance exposures including general liability it
cannot comply with the terms of the grant without this modification. - R.E. 3/2/2022.
[Revised grant agreement attached]
Corporation Counsel:
After reviewing the above -referenced grant I have the following comments and recommendations.
1. Given that the County will be using these grant funds to pay for contractors to remove the Mill
Pond Dam/Springfield (Davisburg) Dam, the ,County will need to make sure that all contracts that
are funded with grant funds meet the requirements of the grant and that we insert language into
those contracts that will ensure compliance with Section 2.3 of the Grant Agreement. We will also
have to attach the standard purchasing exhibit related to federal grant requirements to those
contracts too. Scott Guzzy and I have e-mailed about this issue.
2. Sections 2.11 and 2.12 of the grant agreement need to be deleted. Section 2.11 requires
arbitration if there is a dispute. The County has an unwritten policy to not use arbitration to
resolve disputes, because arbitration is just as costly as litigation and the appeal process is very
NATIONAL FISH AND WILDLIFE
FOUNDATION
GRANT AGREEMENT
S. SUBRECIPIENT TYPE
State or Local Government
7. NFWF SUBRECIPIENT CONTACT
Melissa Prowse
Oakland County Parks and Recreation
2800 Watkins Lake Road Building #97W
Waterford, MI 48328
Tel: 248-249-2801
Drowsem(@oakeov.com
1. NFWF PROPOSAL ID:
71026
3. UNIQUE ENTITY IDENTIFIER
(DUNS #)
136200362
2. NFWF GRANT ID:
2008.21.071026
4. INDIRECT COST RATE
(REFERENCE LINE 17 for RATE
TERMS)
N/A
6. NFWF SUBRECIPIENT
Oakland County Parks and Recreation
8. NFWF GRANTS ADMINISTRATOR/NFWF CONTACT
INFORMATION
Carley Morton
National Fish and Wildlife Foundation
1133 15th Street, N.W. Suite 1000
Washington, D.C. 20005
Tel: 202-857-0166
Fax:202-857-0162
Ca rl ev. M o rto n (@ nfwf. o re
9. PROJECT TITLE
Restoring Riparian Habitat and Connectivity to the Shiawassee River by Removing Mill Pond Dam (MI)
10. PROJECT DESCRIPTION
Remove the failing Davisburg Mill Pond Dam to restore the natural stream channel and adjacent wetlands. Project will improve river
connectivity, reduce sedimentation, and provide critical habitat for species including the Eastern Massasauga rattlesnake and
Blanding's turtle.
11. PERIOD OF PERFORMANCE 12. TOTAL AWARD TO 13. TOTAL FED. 14. TOTAL NON -FED.
February 1, 2022 to June 1, 2023 SUBRECIPIENT FUNDS FUNDS
$218,314 $217,365.47 $948.53
15. FEDERAL MATCH REQUIREMENT 16. NON-FEDERAL MATCH REQUIREMENT
N/A 1 1 $207,472
17. SUBRECIPIENT INDIRECT COST RATE TERMS
The rate specified in Line 4 reflects that the Subrecipient has elected not to claim an indirect cost rate and that this election shall
apply throughout the project's period of performance.
18. TABLE OF CONTENTS
SEC. DESCRIPTION
1 NFWF Agreement Administration
2 NFWF Agreement Clauses
3 Representations, Certifications, Obligations, and Other Statements — General
4 Representations, Certifications, and Other Statements Relating to Federal Funds- General
5 Representations, Certifications, and Other Statements Relating to Federal Funds — Funding Source Specific
6 Other Representations, Certifications, Statements and Clauses
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19. FUNDING SOURCE INFORMATION/FEDERAL AND NON-FEDERAL
A. FUNDING B. NFWF FS ID C. FS AWARD D. FAIN E. TOT FED. F. TOT OBLG. TO G. FS END DATE H. CFDA
SOURCE (FS) DATE TO NFWF AWARD TO NFWF SUBRECIPIENT
U.S. Fish and
FA.A081
10/1/2018
F19AP00154
$6,861,340
$200,000
7/30/2023
15.663
Wildlife Service
U.S. Fish and
FC.R457
8/3/2022
F20AP11655
$6,007,353.11
$6,523.47
9/30/2024
15.662
Wildlife Service
U.S. Fish and
FC.R284
6/11/2016
F16AP01029
$9,075,133.01
$10,041.70
12/30/2022
15.662
Wildlife Service
U.S. Fish and
FC.R306
7/31/2017
F17AP00313
$4,125,239
$800.30
12/30/2022
15.662
Wildlife Service
ArcelorMittal
TR.A328
N/A
N/A
N/A
$948.53
N/A
N/A
20. NOTICE OF AWARD
The National Fish and Wildlife Foundation (NFWF) agrees to provide the NFWF Award to the NFWF Subrecipient for the purpose of satisfactorily performing the Project
described in a full proposal as identified on line 1 and incorporated into this Agreement by reference. The NFWF Award is provided on the condition that the NFWF Subrecipient
agrees that it will raise and spend at least the amount listed on lines 15 and 16 in matching contributions on the Project, as applicable. The Project must be completed, with all
NFWF funds and matching contributions spent, during the Period of Performance as set forth above. All items designated on the Cover Page and the Table of Contents are
incorporated into this Agreement by reference herein. NFWF Subrecipient agrees to abide by all statutory or regulatory requirements, or obligations otherwise required by law.
Subrecipient is obligated to notify NFWF if any of the information on the Cover Page changes in any way, whether material or immaterial.
A. NAME AND TITLE OF AUTHORIZED SUBRECIPIENT SIGNER (Type or Print) D. NAME AND TITLE OF NFWF AWARDING OFFICIAL
Holly A. Bamford, PhD, Chief Conservation Officer
B. SUBRECIPIENT C. DATE E. NATIONAL FISH AND WILDLIFE FOUNDATION F. DATE
BY BY
NFWF prohibits discrimination in all its programs and activities on the basis of race, color, religion, age, sex, national origin, ancestry, marital status, personal appearance, citizen status, disability, sexual
orientation, gender identity or expression, pregnancy, childbirth or related medical conditions, family responsibilities, matriculation, genetic information, political or union affiliation, veteran status or any
other status protected by applicable law ("Protected Categories'). In addition, NFWF prohibits retaliation against an individual who opposes an unlawful educational practice or policy or files a charge,
testifies or participates in any complaint under Title VI. NFWF complies with all applicable federal, state and local laws in its commitment to being on equal opportunity provider and employer;
accordingly, it is NFWF's policy to administer all employment actions, including but not limited to, recruiting, hiring, training, promoting, and payment of wages, without regard to any Protected
Category(iesl.
See Reporting Schedule on the following page.
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21. REPORTING DUE DATES/SUBRECIPIENT REPORTING SCHEDULE
Due Date
February 1, 2023
February 1, 2023
September 1, 2023 ,
September 1, 2023
Task
Annual Financial Report
Interim Programmatic Report
Final Financial Report
Final Programmatic Report
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M6111111111001601n" •
1.1. Amendments.
During the life of the Project, the NFWF Subrecipient is required to immediately inform in writing
the NFWF Grants Administrator of any changes in contact information, Key Personnel, scope of
work, indirect cost rate, as well as any difficulties in completing the performance goals articulated
in the Project description. NFWF Subrecipients must request an amendment from NFWF upon
determination of a deviation from the original Grant Agreement as soon as such deviation is
detected. NFWF reserves the right to, approve, deny and/or negotiate any such request.
Alternatively, NFWF may initiate an amendment if NFWF determines an amendment is necessary
at any time. Amendment requests are to be submitted via NFWF's grants management system.
1.1.1. Budget Amendment Request.
If the NFWF Subrecipient determines that: 1) the amount of the budget is going to change
in any one direct cost category by an amount that exceeds 10% of the Award, or 2) there is
a need to increase indirect costs,'the NFWF Subrecipient must seek prior written approval
via an amendment request in NFWF's grants management system.
1.1.2. Extension of Performance Period.
If additional time is needed to complete the approved Project, the NFWF Subrecipient
should contact the NFWF Grants Administrator at least 45 calendar days prior to the
project period expiration date to,initiate the no -cost extension request process in NFWF's
grants management system. In addition, if there are overdue reports required, the NFWF
Subrecipient must ensure that they are submitted along with or prior to submitting the no -
cost extension request.
1.2. Matching Contributions.
Matching Contributions consist of cash, contributed goods and services, volunteer hours, and/or
property raised and spent for the Project. Matching Contributions for the purposes of this Project
must meet the following criteria: (1) Are verifiable from the NFWF Subrecipient's records; (2) Are
not included as contributions for any other federal award; (3) Are necessary and reasonable for the
accomplishment of project or program objectives; (4) Are allowable under OMB Cost Principles; (5)
Are not paid by the U.S. Government under another federal award except where the federal
statute authorizing a program specifically provides that federal funds made available for such
program can be applied to matching or cost sharing requirements of other federal programs when
authorized by federal statute; (6) Are provided for in the approved budget when required by the
federal awarding agency; (7) Are committed directly to the project and must be used within the
period of performance as identified in this Agreement; (8) Otherwise conform to the law; and, (9)
Are in compliance with the requirements of Section 3.3 of this Agreement concerning Compliance
with Laws.
1.2.1. Documentation and Reporting of Matching Contributions.
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The NFWF Subrecipient must retain supporting documentation, including detailed time
records for contributed services, original receipts, appraisals of real property, and
comparable rentals for other contributed property, at its place of business in the event of
an audit of the NFWF Subrecipient as required by applicable federal regulations. The NFWF
Subrecipient must report match progress in Payment Requests and Financial Reports.
1.2.2. Assessing Fair Market Value.
Fair market value of donated goods, services and property, including volunteer hours, shall
be computed as outlined in §200.306 of 2 CFR Subtitle A, Chapter II, Part 200, Uniform
Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards,
(hereinafter "OMB Uniform Guidance"), regardless of whether this Agreement is federally
funded.
1.3. Payment of Funds.
To be eligible to receive funds, NFWF Subrecipient must submit to NFWF (1) an original executed
copy of this Agreement for the Project; (2) any due financial and programmatic reports; and (3) a
complete and accurate Payment Request via NFWF's grants management system. At any time,
NFWF reserves the right to require submission of source documentation, including but not limited
to timesheets, cash receipts, contracts or subaward agreements, for any costs where the NFWF
Subrecipient is seeking reimbursement by NFWF. NFWF reserves the right to retain up to ten
percent (10%) of funds until submission and acceptance of final reports.
1.3.1. Reimbursements.
NFWF Subrecipient may request funds on a reimbursable basis. Reimbursement requests
must include expenditures to date and an explanation of any variance from the approved
budget.
1.3.2. Advances.
NFWF Subrecipient may request advance payment of funds prior to expenditure provided
that the NFWF Subrecipient: (1) demonstrates an immediate need for advance payment;
(2) documents expenditure of advanced funds; 3) maintains written procedures that
minimize the time elapsing between the transfer of funds and disbursement; and (4) has
established appropriate financial management systems that meet the needs and standards
for fund control and accountability. Approval of any advance payment of funds is made at
the sole discretion of NFWF, based on an assessment of the NFWF Subrecipient's needs.
1.3.3. Interest.
Any interest earned in any one year on funds advanced to the NFWF Subrecipient that
exceeds $500 must be reported to NFWF, and the disposition of those funds negotiated
with NFWF. Interest amounts ,up to - $500 per year may be retained by the NFWF
Subrecipient for administrative expense.
1.4. Reports.
1.4.1. Interim Programmatic Reports.
The NFWF Subrecipient will submit interim programmatic reports to NFWF based on the
reporting schedule in Line 21 of the Cover Sheet to this Agreement, as may be amended at
NFWF's sole discretion. The interim programmatic report shall consist of written
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statements of Project accomplishments and updated metric values since Project initiation,
or since the last reporting period, and shall be submitted via NFWF's grants management
system. NFWF may require specific formatting and/or additional information as
appropriate.
1.4.2. Interim Financial Reports.
The NFWF Subrecipient will submit interim financial reports to NFWF based on the
reporting schedule in Line 21 of the Cover Sheet to this Agreement, as may be amended at
NFWF's sole discretion. The interim financial report shall consist of financial information
detailing cumulative expenditures made under this Project since Project initiation and shall
be uploaded via NFWF's grants management system. NFWF may require specific
formatting and/or additional information as appropriate.
1.4.3. Annual Financial Report.
The NFWF Subrecipient will submit annual financial reports to NFWF based on the
reporting schedule in Line 21 of the Cover Sheet to this Agreement, as may be amended at
NFWF's sole discretion. The NFWF Subrecipient must enter a justification when there is a
difference between the amount disbursed by NFWF and the amount expended by the
grantee. Failure to submit an annual financial report in a timely manner will delay payment
of submitted payment requests.
1.4.4. Final Reports.
Based on the reporting schedule in Line 21 of the Cover Sheet to this Agreement, the
NFWF Subrecipient will submit (1) a Final Financial Report accounting for all Project funds
received, Project expenditures, and budget variances (if any) compared to the approved
budget; (2) a Final Programmatic Report summarizing and documenting the
accomplishments and metric values achieved during the Period of Performance; (3) copies
of any publications, press releates and other appropriate products resulting from the
Project; and (4) photographs as described in Section 1.4.4.1 below. The final reports and
digital photo files should be uploaded via NFWF's grants management system. Any
requests for extensions of final report submission dates must be made in writing to the
NFWF Grants Administrator and approved by NFWF in advance. NFWF may require specific
formatting and/or additional information as appropriate.
1.4.4.1. Photographs.
NFWF requests, as appropriate for the Project, a representative number of high -
resolution (minimum 300 dpi) photographs depicting the Project (before -and -after
images, images of species impacted, and/or images of staff/volunteers working on
the Project). Photographs should be uploaded with the Final Programmatic Report
via NFWF's grants management system as individual .jpg files. The Final
Programmatic Report narrative should list each photograph, the date the
photograph was taken, the location of the photographed image, caption, photo
credit, and any other pertinent information (e.g., species, activity conducted)
describing what the photograph is depicting. By uploading photographs to NFWF's
grants management system the NFWF Subrecipient certifies that the photographs
are unencumbered and that NFWF and Project Funders have a fully paid up non-
exclusive, royalty -free, irrevocable, perpetual, worldwide license for posting of
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Final Reports and for any other purposes that NFWF or the Project Funder
determines appropriate.,
1.4.5. Significant Developments.
The NFWF Subrecipient shall report on events that may occur between the scheduled
performance reporting dates that have a significant impact on the Project. Such reporting
shall be made as soon as the following conditions become known:
1.4.5.1. Problems, delays, or adverse conditions which will materially impair the
ability to meet the Project objective, including but not limited to the objective
itself, its schedule and/or the budget. This disclosure must include a statement of
the action taken, or contemplated, and any assistance needed to resolve the
matter; and/or,
1.4.5.2. Favorable developments which enable meeting time schedules and
objectives sooner or at less cost than anticipated or produce more or different
beneficial results than originally planned.
1.5. Reports and Payment Requests.
All reports, financial, programmatic, or otherwise, or payment requests under a federal award
must be submitted by a representative of,the NFWF Subrecipient who has the NFWF Subrecipient's
full authority to render such reports and requests for payment and to provide required
certifications as set forth in 2 CFR 200.415, as applicable.
1.6. Record Retention and Access.
1.6.1. Retention Requirements for Records.
NFWF Subrecipient shall maintain all records connected with this Agreement for a period
of at least three (3) years following the latest end date of the funding source(s) referenced
above in line 19. FUNDING SOURCE INFORMATION/FEDERAL AND NON-FEDERAL or the
close-out of all pending matters or audits related to this Agreement, whichever is later. As
funding source end dates may be extended over time, the NFWF Subrecipient will be
notified of the most up-to-date record retention requirements upon closure of this Award.
If any litigation, claim, or audit is started (irrespective of the NFWF Subrecipient's
involvement in such matter) before the expiration of the 3-year period, the records shall
be retained until all litigation, claims or audit findings or pending matters involving the
records have been resolved and final action taken. NFWF shall notify NFWF Subrecipient if
any such litigation, claim or audit takes place or if funding source end date(s) is extended
so as to extend the retention period. Records for real property and equipment acquired
with federal funds must be retained for at least three (3) years following disposition of
such real property. For awards solely funded with funding sources with "N/A" listed as
the end date, NFWF Subrecipent shall maintain all records connected with this Agreement
for a period of at least three (3) years following the date of final payment or the Period of
Performance end date, whichever is later.
1.6.2. Access to Records.
NFWF or any of its authorized .representatives shall have access to such records and
financial statements upon request, as shall Inspectors General, the Comptroller General of
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the United States or any of their authorized representatives if the Funding Source or any
funding entity (i.e., a secondary funding -source) is a federal agency and/or any portion of
the Project provided herein is paid with federal funds. The rights of access in this section
are not limited to the required retention period but last as long as the records are
retained.
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2.1. Restrictions on Use of Funds.
The NFWF Subrecipient agrees that any funds provided by NFWF and all Matching Contributions
will be expended only for the purposes and programs described in this Agreement. No funds
provided by NFWF pursuant to this Agreement or Matching Contributions may be used to support
litigation expenses, lobbying activities, or any other activities not authorized under this Agreement
or otherwise unallowable under the Federal Cost Principles set forth in the OMB Uniform
Guidance.
2.2. Assignment.
The NFWF Subrecipient may not assign this Agreement, in whole or in part, to any other individual
or other legal entity without the prior written approval of NFWF.
2.3. Subawards and Contracts.
When making subawards or contracting, NFWF Subrecipient shall:(1) abide by all applicable
granting and contracting procedures, including but not limited to those requirements of the OMB
Uniform Guidance (2 C.F.R. Part 200); (2) ensure that all applicable federal, state and local
requirements are properly flowed down to the subawardee or contractor, including but not limited
to the applicable provisions of the OMB Uniform Guidance (2 C.F.R. Part 200); and (3) ensure that
such subaward or contracting complies with the requirements in Section 3.3 of this Agreement
concerning Compliance with Laws. NFWF Subrecipient shall also include in any subaward or
contract a similar provision to this, requiring the use of proper grant and contracting procedures
and subsequent flow down of federal, state, and local requirements to lower -tiered subawardees
and contractors.
2.4. Unexpended Funds.
Any funds provided by NFWF and held by the NFWF Subrecipient and not expended at the end of
the Period of Performance will be returned to NFWF within ninety (90) days after the end of the
Period of Performance.
2.5. Publicity, Acknowledgment of Support, and Disclaimers.
2.5.1. Publicity.
The NFWF Subrecipient gives NFWF the right and authority to publicize NFWF's financial
support for this Agreement and the Project in press releases, publications, and other public
communications.
2.5.2. Acknowledgment of Support.
The NFWF Subrecipient agrees to: (1) give appropriate credit to NFWF and any Funding
Sources identified in this Agreement for their financial support in any and all press
releases, publications, annual reports, signage, video credits, dedications, and other public
communications regarding this Agreement or any of the project deliverables associated
with this Agreement, subject to any terms and conditions as may be stated in Section 5
and Section 6 of this Agreement; and (2) include the disclaimer provided at Section 2.5.4.
2.5.3. Logo Use.
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The NFWF Subrecipient must obtain prior NFWF approval for the use relating to this Award
of the NFWF logo or the logo or marks of any Funding Source.
2.5.4. Disclaimers.
Payments made to the NFWF Subrecipient under this Agreement do not by direct
reference or by implication convey NFWF's endorsement nor the endorsement by any
other entity that provides funds to the NFWF Subrecipient through this Agreement,
including the U.S. Government, as applicable, for the Project. All information submitted
for publication or other public reltases of information regarding this Agreement shall carry
the following disclaimer, which NFWF may revise at any time at its sole discretion:
For Projects funded in whole or part with federal funds: "The views and conclusions
contained in this document are those of the authors and should not be interpreted as
representing the opinions or policies of the U.S. Government or the National Fish and
Wildlife Foundation and its funding sources. Mention of trade names or commercial
products does not constitute their endorsement by the U.S. Government, or the National
Fish and Wildlife Foundation or its funding sources."
For Projects not funded with federal funds: "The views and conclusions contained in this
document are those of the authors and should not be interpreted as representing the
opinions of the National Fish and Wildlife Foundation or its funding sources. Mention of
trade names or commercial products 'does not constitute their endorsement by the
National Fish and Wildlife Foundation or its funding sources."
2.6. Posting of Final Reports.
The NFWF Subrecipient hereby acknowledges and consents for NFWF and any Funding Source
identified in this Agreement to post its final programmatic reports and deliverables on their
respective websites. In the event that the NFWF Subrecipient intends to claim that its final report
contains material that does not have to be posted on such websites because it is protected from
disclosure by statutory or regulatory provisions, the NFWF Subrecipient shall so notify NFWF and
any Funding Source identified in this Agreement and clearly mark all such potentially protected
materials as "PROTECTED," providing an accurate and complete citation to the statutory or
regulatory source for such protection.
2.7. Website links.
The NFWF Subrecipient agrees to permit NFWF to post a link on any or all NFWF websites to any
websites created by the NFWF Subrecipient in connection with the Project.
2.8. Evaluation.
Throughout a program or business plan, NFWF engages in monitoring and evaluation to assess
progress toward conservation goals and inform future decision -making. These efforts use both data
collected by grantees as part of their NFWF grant as well as post -award project data collected by
third -party entities commissioned to conduct a program evaluation. The NFWF Subrecipient agrees
to cooperate with NFWF by providing timely responses to all reasonable requests for information
to assist in evaluating the accomplishments of the Project period of five (5) years after the project
end date.
2.9. Intellectual Property.
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Reports, materials, books, databases, monitoring data, maps and spatial data, audio/video, and
other forms of intellectual property created using this grant may be copyrighted or otherwise
legally protected by the NFWF Subrecipient or by the author. The NFWF Subrecipient agrees to
provide to NFWF and any Funding Source identified in this Agreement a non-exclusive, royalty -free,
irrevocable, perpetual, worldwide license to use, publish, copy and alter the NFWF Subrecipient's
intellectual property created using this award for non-commercial purposes in any media —
whether now known or later devised — including posting such intellectual property on NFWF's or
Funding Source websites and featuring in publications.
2.10. System for Award Management (SAM) Registration.
The NFWF Subrecipient must maintain an active SAM registration at www.SAM.eov until the final
financial report is submitted or final payment is received, whichever is later. If the NFWF
Subrecipient's SAM registration expires during the required period, NFWF will suspend payment to
the NFWF Subrecipient until the SAM registration is updated.
2.11. Arbitration.
All claims, disputes, and other matters in question arising out of, or relating to this Agreement, its
interpretation or breach, shall be decided through arbitration by a person or persons mutually
acceptable to both NFWF and the NFWF Subrecipient. Notice of the demand for arbitration shall
be made within a reasonable time, not to exceed three years, after the claim, dispute, or other
matter in question has arisen. The award rendered by the arbitrator or arbitrators shall be final.
The terms of this provision will survive termination of this Agreement.
2.12. Indemnity.
To the extent allowable by law, the NFWF Subrecipient shall indemnify and hold harmless NFWF,
any Funding Source identified in this Grant Agreement, their respective officers, directors, agents,
and employees in respect of any and all claims, injuries, losses, diminution in value, damages,
liabilities, whether or not currently due,, and expenses including without limitation, settlement
costs and any legal or other expenses for investigating or defending any actions or threatened
actions or liabilities arising from or in connection with the Project. The terms of this provision will
survive termination of this Agreement.
2.13. Insurance.
The NFWF Subrecipient agrees to obtain and maintain all appropriate and/or required insurance or
governmental self-insurance coverages against liability for injury to persons or property from any
and all activities undertaken by the NFWF Subrecipient and associated with this Agreement in any
way. NFWF reserves the right to require additional insurance limits and policies based on specific
activities under this Agreement, that NFWF be named insured except for governmental self-
insurance on all applicable insurance policies, and that the NFWF Subrecipient provide a certificate
of insurance and/or copies of applicable insurance policies as requested by NFWF. The terms of
this provision will survive termination of this Agreement.
2.14. Choice of Law/jurisdiction.
This Agreement shall be subject to and interpreted by the laws of the District of Columbia, without
regard to choice of law principles. By entering into this Agreement, the NFWF Subrecipient agrees
to submit to the exclusive jurisdiction of the courts of the District of Columbia. The terms of this
provision will survive termination of this Agreement.
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2.15. Stop Work.
NFWF may, at any time, by written order to the NFWF Subrecipient, require the NFWF Subrecipient
to stop all, or any part, of the work called for by this Agreement for a period of 90 days after the
order is delivered to the NFWF Subrecipient. The order shall be specifically identified as a stop -
work order issued under this section. Upon receipt of the order, the NFWF Subrecipient shall
immediately comply with its terms and take all reasonable steps to minimize the incurrence of
costs allocable to this Agreement covered, by the order during the period of work stoppage. Within
a period of 90 calendar days after a stop -work order is delivered to the NFWF Subrecipient, or
within any extension of that period to which the parties shall have agreed, NFWF shall either cancel
the stop -work order or terminate the Agreement under section 2.16.
2.16. Termination.
2.16.1. Upon the occurrence of any of the following enumerated circumstances, NFWF
may terminate this Agreement, or any portion thereunder, upon receipt by the NFWF
Subrecipient of NFWF's written notice of termination, or as otherwise specified in the
notice of termination:
2.16.1.1. the NFWF Subrecipient is adjudged or becomes bankrupt or insolvent,
is unable to pay its debts as they become due, or makes an assignment for the
benefit of its creditors; or,
2.16.1.2. the NFWF Subrecipient voluntarily or involuntarily undertakes to
dissolve or wind up its affairs; or,
2.16.1.3. suspension ,or debarment by the Government of the NFWF
Subrecipient; or,
2.16.1.4. any breach of the requirements set forth in Section 3.3 of this
Agreement concerning Compliance with Laws; or,
2.16.1.5. NFWF learns that NFWF Subrecipient has an organizational conflict of
interest, or any other conflict of interest, as determined in the sole discretion of
NFWF, that NFWF believes, in its sole discretion, cannot be mitigated; or,
2.16.1.6. after written notice and a reasonable opportunity, the NFWF
Subrecipient is unable to cure a perceived non-compliance with any material term
(other than those enumerated at 2.16.1.1— 2.16.1.5) of this Agreement. The cure
period shall be considered the'timeframe specified by the Funding Source(s), if
any, minus one (1) to five (5) days or as agreed upon by the Parties in writing, or if
no time is specified by the Funding Source(s), ten (10) days or as otherwise agreed
upon by the Parties. Within this time period the NFWF Subrecipient shall, as
determined by NFWF, (a) satisfactorily demonstrate its compliance with the
term(s) originally believed to be in non-compliance; or (b) NFWF, at its sole
discretion, may determine that NFWF Subrecipient has satisfactorily
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demonstrated that reasonable progress has been made so as not to endanger
performance under this Agreement; or,
2.16.1.7. if the Funding Source issues an early termination under the funding
agreement(s) covering all or part of the Project at issue hereunder.
2.16.2. Either Party may terminate this Agreement by written notice to the other Party
for any reason by providing thirty (30) days' prior written notice to the other Party.
2.16.3. in the event of termination of this Agreement prior to Project completion, the
NFWF Subrecipient shall immediately (unless otherwise directed by NFWF in its notice if
NFWF initiated the termination) undertake all reasonable steps to wind down the Project
cooperatively with NFWF, including but not limited to the following:
2.16.3.1. Stop any portion of the Project's work that is incomplete (unless work
to be completed and a different date for termination of work are specified in
NFWF's notice).
2.16.3.2. Place no further work orders or enter into any further subawards or
contracts for materials, services, or facilities, except as necessary to complete
work as specified in NFWF's notice.
2.16.3.3. Terminate all pending Project work orders, subawards, and contracts
for work that has not yet commenced.
2.16.3.4. With the prior written consent of NFWF, promptly take all other
reasonable and feasible steps to minimize and/or mitigate any damages that may
be caused by the failur6 to complete the Project, including but not limited to
reasonable settlements of any outstanding claims arising out of termination of
Project work orders, subawards, and contracts. NFWF will reimburse the NFWF
Subrecipient for non -cancelable allowable costs incurred by the NFWF
Subrecipient prior to termination that cannot be mitigated. However, the
foregoing is subject to the complete reimbursement of such costs by the Funding
Source; accordingly, any amounts ultimately not paid, or which are recouped by
the Funding Source, are subject to recoupment by NFWF.
2.16.3.5. Deliver or make available to NFWF all data, drawings, specifications,
reports, estimates, summaries, and such other information and material as may
have been accumulated by the NFWF Subrecipient under this Agreement, whether
completed or in progress.
2.16.3.6. Return to NFWF any unobligated portion of the Award.
2.17. Entire Agreement.
These terms and conditions, including the Attachments hereto, constitute the entire agreement
between the Parties relating to the Project described herein and supersede all previous
communications, representations, or agreements, either oral or written, with respect to the
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subject matter hereof. No representations or statements of any kind made by any representative
of a Party, which are not stated herein, shall be binding on said Party.
2.18. Severability.
Each provision of this Agreement is distinct and severable from the others. If one or more
provisions is or becomes invalid, unlawful, or unenforceable in whole or in part, the validity,
lawfulness and enforceability of the remaining provisions (and of the same provision to the extent
enforceable) will not be impaired, and the Parties agree to substitute a provision as similar to the
offending provision as possible without its being invalid, unlawful or unenforceable.
2.19. Interpretation and Construction.
2.19.1. This Agreement shall be interpreted as a unified contractual document with the
Sections and the Attachments having equal effect, except in the event of any inconsistency
between them. In the event of a conflict between any portion of this Agreement and
another portion of this Grant Agreement, first the Sections will apply in the following order
of precedence: 5, 4, 3, 1, 2 and 6, and then any supplemental attachments.
2.19.2. The title designations of the provisions to this Agreement are for convenience
only and shall not affect the interpretation or construction of this Agreement.
2.19.3. Every right or remedy 'conferred by this Agreement upon or reserved to the
Parties shall be cumulative and shall be in addition to every right or remedy now or
hereafter existing at law or in equity, and the pursuit of any right or remedy shall not be
construed a selection.
2.19.4. The failure of NFWF to exercise any right or privilege granted hereunder or to
insist upon the performance and/or compliance of any provision of this Agreement, a
referenced contractual, statutory or regulatory term, or an Attachment hereto, shall not
be construed as waiving any such right, privilege, or performance/compliance issue, and
the same shall continue in full force and effect.
2.19.5. Notwithstanding any express statements regarding the continuation of an
obligation beyond the expiration or termination of this Agreement, the rights and
obligations of this Agreement, which by their nature extend beyond its expiration or
termination, shall remain in full force and effect and shall bind the Parties and their legal
representatives, successors, heirs, and assigns.
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SECTION•NS, CERTIFICATIONS, OBLIGATIONS
OTHER STATEMENTSGENERAL
3.1. Binding Obligation.
By execution of this Agreement, NFWF Subrecipient represents and certifies that this Agreement
has been duly executed by a representative of the NFWF Subrecipient with full authority to execute
this Agreement and binds the NFWF Subrecipient to the terms hereof. After execution by the
representative of the NFWF Subrecipient named on the signature page hereto, this Agreement
represents the legal, valid, and binding o,bligatidn of the NFWF Subrecipient, enforceable against
the NFWF Subrecipient in accordance with its terms.
3.2. Additional Support.
In making this Award, NFWF assumes no obligation to provide further funding or support to the
NFWF Subrecipient beyond the terms stated in this Agreement.
3.3. Compliance with Laws.
3.3.1. In General.
By execution of this Agreement and through its continued performance hereunder, the
NFWF Subrecipient represents, certifies and agrees that it is and shall continue to conduct
all such activities in compliance with all applicable federal, state, and local laws,
regulations, and ordinances and to secure all appropriate necessary public or private
permits and consents. The terms of this provision will survive termination of this
Agreement and must be flowed down to any and all contractors, subcontractors or
subrecipients entered into by NFWF Subrecipient in the performance of this Agreement.
3.3.2. Compliance with Anti -Corruption Laws.
The NFWF Subrecipient represents, certifies and agrees to ensure that no payments have
been or will be made or received by the NFWF Subrecipient in connection with this
Agreement in violation of the U.S. Foreign Corrupt Practices Act of 1977, as amended (15
U.S.C. §dd-1 et seq.), or any other applicable anti -corruption laws or regulations (e.g., UK
Bribery Act 2010) in the countries in which the NFWF Subrecipient performs under this
Agreement.
3.3.3. Compliance with Anti -Terrorism Laws.
The NFWF Subrecipient represents, certifies and agrees not to provide material support or
resources directly or indirectly to, or knowingly permit any funds provided by NFWF
pursuant to this Agreement or Matching Contributions to be transferred to, any individual,
corporation or other entity that the NFWF Subrecipient knows, or has reason to know,
commits, attempts to commit, advocates, facilitates, or participates in any terrorist
activity, or has committed, attempted to commit, advocated, facilitated or participated in
any terrorist activity, including, but not limited to, the individuals and entities (1) on the
master list of Specially Designated Nationals and Blocked Persons maintained by the U.S.
Department of Treasury's Office of Foreign Assets Control, which list is available at
www.treas.eov/offices/enforcement/ofac: (2) on the consolidated list of individuals and
entities maintained by the "1267 Committee" of the United Nations Security Council at
http://www.un.org/sc/committees/1267/aq_sanctions_list.shtmi; (3) on the consolidated
list maintained by the U.S. Department of Commerce at
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http://export.gov/ecr/eg_main_023148.asp, or (4) on such other list as NFWF may identify
from time to time.
3.3.4. Compliance with Additional Laws and Restrictions.
The NFWF Subrecipient represents, certifies and agrees to ensure that its activities under
this Agreement comply with all applicable U.S. laws, regulations and executive orders
regarding money laundering, terrorist financing, U.S. sanctions laws, U.S. export controls,
restrictive trade practices, boycotts, and all other economic sanctions or trade restrictions
promulgated from time to time,by means of statute, executive order, regulation or as
administered by the U.S. Department of State, the Office of Foreign Assets Control, U.S.
Department of the Treasury, or the Bureau of Industry and Security, U.S. Department of
Commerce.
3.4. Subrecipient Debarment and Suspensions.
By and through NFWF Subrecipient's execution, of this Agreement, NFWF Subrecipient warrants
and represents its initial and continued compliance that it is not listed on the General Services
Administration's, government -wide System for Award Management Exclusions (SAM Exclusions), in
accordance with the OMB guidelines at 2 C.F.R Part 180 that implement E.O.s 12549 (3 C.F.R., 1986
Comp., p. 189) and 12689 (3 C.F.R., 1989 Comp., p. 235), "Debarment and Suspension." The NFWF
Subrecipient further provides that it shall not enter into any subaward, contract or other
agreement using funds provided by NFWF with any party listed on the SAM Exclusions in
accordance with Executive Orders 12549 and' 12689. The SAM Exclusions can be found at
httr)s://www.sam.L7ov/Dortal/Dublic/SAM/.
3.5. Conflicts of Interest.
By execution of this Agreement, NFWF Subrecipient acknowledges that it is prohibited from using
any Project funds received under this Agreement in a manner which may give rise to an apparent
or actual conflict of interest, including organizational conflicts of interest, on the part of the NFWF
Subrecipient. Such a conflict of interest'would arise when the employee, officer, or agent, any
member of his or her immediate family, his or her partner, or an organization which employs or is
about to employ any of the parties indicated herein, has a financial or other interest in or a tangible
personal benefit from a firm considered for a contract. The officers, employees, and agents of
NFWF Subrecipient may neither solicit nor accept gratuities, favors, or anything of monetary value
from contractors or parties to subcontracts. An organizational conflict of interest is defined as a
relationship that because of relationships with a parent company, affiliate, or subsidiary
organization, the non-federal entity is unable or appears to be unable to be impartial in conducting
a procurement action involving a related organization. The NFWF Subrecipient represents and
certifies that it has adopted a conflict of interest policy that, at a minimum, complies with the
requirements of the OMB Uniform Guidance, and will comply with such policy in the use of any
Project funds received under this Agreement. NFWF Subrecipient may set standards for situations
in which the financial interest is not substantial or the gift is an unsolicited item of nominal value.
The standards of conduct must provide for disciplinary actions to be applied for violations of such
standards by officers, employees, or agents of NFWF Subrecipient. If NFWF Subrecipient becomes
aware of any actual or potential conflict of interest or organizational conflict of interest, during the
course of performance of this Agreement, NFWF Subrecipient will immediately notify NFWF in
writing of such actual or potential conflict of interest, whether organizational or otherwise.
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SECTION 4 REPRESENTATIONS, CERTIFICATIONS, AND OTHER
STATEMENTS RELATING
f, ,, FEDERAL
,, • [.. FUNDS
4.1. If the Funding Source or any funding entity (i.e., a secondary funding source) is a federal
agency and/or any portion of the Project provided herein is paid with federal funds, the NFWF
Subrecipient must read and understand certain applicable federal regulations, including but not
limited to, the following in Sections 4 and 5 of this Agreement as set forth herein.
The NFWF Subrecipient will need to understand and comply with the OMB Uniform Guidance
(including related Supplements as may be applicable to a specific federal funding source(s), and
Appendices as may be applicable), in addition to other applicable federal regulations. This
includes, but is not limited to, the provisions of the Federal Funding Accountability and
Transparency Act (FFATA), which includes requirements on executive compensation, and also
requirements implementing the Act for the non-federal entity at 2 CFR part 25 Financial Assistance
Use of Universal Identifier and System for Award Management and 2 CFR part 170 Reporting
Subaward and Executive Compensation Information. The most recent version of the Electronic
Code of Federal Regulations can be found at httas://www.ecfr.aov/.
4.2. 2 CFR § 200 Subpart F Audits.
It is the responsibility of the NFWF Subrecipient to arrange for audits as required by 2 CFR Part 200,
Subpart F — Audit Requirements. The NFWF Subrecipient shall notify NFWF in writing about 2 CFR
Subpart F audit findings related to projects funded by NFWF pass -through funds. The NFWF
Subrecipient understands that NFWF may require the NFWF Subrecipient to take corrective action
measures in response to a deficiency identified during an audit.
4.3. Real and Personal Property.
In accordance with 2 C.F.R. § 200.316 (Property trust relationship), real property, equipment, and
intangible property acquired or improved with federal funds must be held in trust by the NFWF
Subrecipient as trustee for the beneficiaries of the project or program under which the property
was acquired or improved. This trust relationship exists throughout the duration of the property's
estimated useful life during which time the Federal Government retains an undivided, equitable
reversionary interest in the property (Federal Interest). During the duration of the Federal Interest,
the NFWF Subrecipient must comply with all use, reporting, and disposition requirements and
restrictions as set forth in 2 C.F.R. §§ 200.310 (Insurance coverage) through 200.316 (Property trust
relationship) and 200.329 (Reporting on real property), as applicable.
4.4. Mandatory Disclosure.
NFWF Subrecipient must disclose, in a timely manner, in writing to NFWF all violations of federal
criminal law involving fraud, bribery, or gratuity violations potentially affecting the federal award.
Failure to make required disclosures can result in any of the remedies described in this Agreement,
including termination, and any remedies provided under law, including suspension or debarment
by cognizant federal authorities.
4.5. Trafficking in Persons.
Pursuant to section 106(a) of the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C.
7104(g)) (codified at 2 C.F.R. Part 175), NFWF Subrecipient shall comply with the below provisions.
Further, NFWF Subrecipient shall flow down these provisions in all subawards and contracts,
including a requirement that Subrecipients similarly flow down these provisions in all lower -tiered
subawards and subcontracts. The provision is cited herein:
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I. Trafficking in persons.
a. Provisions applicable to a, recipient that is a private entity.
1. You as the recipient, your employees, subrecipients under this award, and
subrecipients' employees may not—
i. Engage in severe forms of trafficking in persons during the period of
time that the award is in effect;
ii. Procure a commercial sex act during the period of time that the
award is in effect; or
iii. Use forced' labor in the performance of the award or subawards
under the award.
2. We as the federal awarding agency's pass -through entity may unilaterally
terminate this award, without penalty, if you or a subrecipient that is a private
entity —
i. Is determined to have violated a prohibition in paragraph a.1 of this
award term; or
ii. Has an employee who is determined by the agency official authorized
to terminate the award to have violated a prohibition in paragraph
a.1 of this award term through conduct that is either —
A. Associated with performance under this award; or
B. Imputed to you or the subrecipient using the standards and
due, process for imputing the conduct of an individual to an
organization that are provided in 2 CFR part 180, "OMB
Guidelines to Agencies on Government -wide Debarment and
Suspension (Nonprocurement),".
b. Provision applicable to a recipient other than a private entity. We as the federal
awarding agency's pass -through entity may unilaterally terminate this award,
without penalty, if a subrecipient that is a private entity-
1. Is determined to have violated an applicable prohibition in paragraph a.1 of
this award term; or
2. Has an employee who is determined by the agency official authorized to
terminate the award to have violated an applicable prohibition in paragraph
a.1 of this award term through conduct that is either—
i. Associated with performance under this award; or
ii. Imputed to the subrecipient using the standards and due process for
imputing the conduct of an individual to an organization that are
provided in 2 CFR part 180, "OMB Guidelines to Agencies on
Government -wide Debarment and Suspension (Nonprocurement),".
c. Provisions applicable to any recipient.
1. You must inform us immediately of any information you receive from any
source alleging a violation of a prohibition in paragraph a.1 of this award
term.
2. Our right to terminate unilaterally that is described in paragraph a.2 or b of
this section:
i. Implements section 106(g) of the Trafficking Victims Protection Act of
2000 (TVPA), as amended (22 U.S.C. 7104(g)), and
ii. Is in addition to all other remedies for noncompliance that are
available to us under this award.
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3. You must include the requirements of paragraph a.1 of this award term in any
subaward you make to a private entity.
d. Definitions. For purposes.of this award term:
1. "Employee" means either:
i. An individual employed by you or a subrecipient who is engaged in
the performance of the project or program under this award; or
ii. Another person engaged in the performance of the project or
program under this award and not compensated by you including, but
not limited to, a volunteer or individual whose services are
contributed 'by a third party as an in -kind contribution toward cost
sharing or matching requirements.
2. "Forced labor" means labor obtained by any of the following methods: the
recruitment, harboring, transportation, provision, or obtaining of a person for
labor or services, through the use of force, fraud, or coercion for the purpose
of subjection to involuntary servitude, peonage, debt bondage, or slavery.
3. "Private entity":
i. Means any entity other than a State, local government, Indian tribe,
or foreign public entity, as those terms are defined in 2 CFR 175.25.
ii. Includes:
A. A nonprofit organization, including any nonprofit institution of
higher education, hospital, or tribal organization other than one
included in the definition of Indian tribe at 2 CFR 175.25(b).
B. A for -profit organization.
4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion"
have the meanings given at section 103 of the TVPA, as amended (22 U.S.C.
7102).
4.6. 41 United States Code (U.S.C.) 4712, Enhancement of Recipient and
Subrecipient Employee Whistleblower Protection:
(a) This award, related subawards, and related contracts over the simplified acquisition threshold
and all employees working on this award, related subawards, and related contracts over the
simplified acquisition threshold are subject to the whistleblower rights and remedies established at
41 U.S.C. 4712.
(b) Recipients, their subrecipients, and their contractors awarded contracts over the simplified
acquisition threshold related to this award, shall inform their employees in writing, in the
predominant language of the workforce, of the employee whistleblower rights and protections
under 41 U.S.C. 4712.
(c) The recipient shall insert this clause, including this paragraph (c), in all subawards and contracts
over the simplified acquisition threshold related to this award.
4.7. 41 USC §6306, Prohibition on Members of Congress Making Contracts with
Federal Government.
No member of or delegate to Congress or Resident Commissioner shall be admitted to any share or
part of this award, or to any benefit that may arise therefrom; this provision shall not be construed
to extend to an award made to a corporation for the public's general benefit. NFWF Subrecipient
shall flow down this provision in all subawards and contracts, including a requirement that
subrecipients similarly flow down this provision in all lower -tiered subawards and subcontracts.
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4.8. Executive Order 13513, Federal Leadership on Reducing Text Messaging while
Driving.
(Sub)Recipients are encouraged to adopt and enforce policies that ban text messaging while
driving, including conducting initiatives of the type described in section 3(a) of the order. NFWF
Subrecipient shall flow down this provision in all subawards and contracts, including a requirement
that subrecipients similarly flow down this provision in all lower -tiered subawards and
subcontracts.
4.9. 43 CFR §18 New Restrictions on Lobbying. .
By execution of this Agreement, the NFWF Subrecipient agrees to comply with 43 CFR 18, New
Restrictions on Lobbying, and certifies to the following statements:
(a) No federal appropriated funds have been paid or will be paid, by or on behalf of the NFWF
Subrecipient, to any person for influencing or attempting to influence an officer or employee of an
agency, a Member of Congress, and officer or employee of Congress, or an 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.
(b) 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.
(c) The NFWF Subrecipient 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
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, as represented by
execution of this Agreement, 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.
All liability arising from an erroneous representation shall be borne solely by the entity filing that
representation and shall not be shared by any entity to which the erroneous representation is
forwarded. Submitting an erroneous certification or disclosure constitutes a failure to file the
required certification or disclosure, respectively. If a person fails to file a required certification or
disclosure, the United States may pursue all available remedies, including those authorized by
section 1352, title 31 of the U.S. Code.
4.10. Prohibition on Issuing Financial Assistance Awards to Entities that Require
Certain Internal Confidentiality Agreements.
The NFWF Subrecipient must not require their employees, subrecipients, or contractors seeking to
report fraud, waste, or abuse to sign internal confidentiality agreements or statements prohibiting
or otherwise restricting such employees, �ubrecipients, or contractors from lawfully reporting such
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waste, fraud, or abuse to a designated investigative or law enforcement representative of a federal
department or agency authorized to receive such information. The NFWF Subrecipient must notify
their employees, subrecipients, or contractors that existing internal confidentiality agreements
covered by this condition are no longer in effect.
4.11. Drug -Free Workplace.
The NFWF Subrecipient must make an ongoing, good faith effort to maintain a drug -free
workplace pursuant to the specific requirements set forth in 41 USC Chapter 81 Drug -Free
Workplace.
4.12. Prohibition on Certain Telecommunications and Video Surveillance Services
or Equipment. (Effective 8/13/2020)
As required by 2 CFR 200.216, the NFWF Subrecipient is prohibited from obligating or expending
funds awarded under this Agreement to procure or obtain; extend or renew a contract to procure
or obtain; or enter into a contract (or extend or renew a contract) to procure or obtain equipment,
services, or systems that use covered telecommunications equipment or services from Huawei
Technologies Company, ZTE Corporation, Hytera Communications Corporation, Hangzhou Hikvision
Digital Technology Company, and Dahua Technology Company, or any other company, including
affiliates and subsidiaries, owned or controlled by the People's Republic of China, which are a
substantial or essential component of any system, or as critical technology as part of any system.
By and through the NFWF Subrecipient's execution of this Agreement, the NFWF Subrecipient
warrants and represents that the NFWF Subrecipient will not obligate or expend funds awarded
under this Agreement for "covered telecommunications equipment or services" (as this term is
defined and this restriction is imposed under 2 CFR 200.216).
4.13. Domestic Preference for Procurements.
a) Under this Agreement and in accordance with 2 C.F.R. § 200.322, the NFWF Subrecipient
shall to the greatest extent practicable, provide a preference for the purchase, acquisition,
or use of goods, products or materials produced in the United States (including but not
limited to iron, aluminum, steel, cement, and other manufactured products).
b) For purposes of this agreement, the following definitions apply:
i. "Produced in the United States" means, for iron and steel products, that all
manufacturing processes, from the initial melting stage through the application of
coatings, occurred in the United'States; and
ii. "Manufactured products" means items and construction materials composed in
whole or in part of non-ferrous metals such as aluminum; plastics and polymer -
based products such as polyvinyl chloride pipe; aggregates such as concrete; glass,
including optical fiber; and lumber.
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iECTION 5 REPRESENTATIONS, CERTIFICATIONS, • OTAEN
STATEMENTS RELATING TOSOURCE
SPECIFIC
NFWF Subrecipient acknowledges that when all or part of this Agreement is funded by a federal
award that certain representations, certifications, and other statements relating to the use of such
funds or performance of the Project may be necessary. These representations, certifications and
other statements are set forth below. Unless otherwise stated in this Agreement, the execution
and submission of this Agreement serves as affirmative acknowledgement of an agreement with
the below representations, certifications, and other statements. Further, should circumstances of
the NFWF Subrecipient change during the performance of this Agreement that would render one
of these representations, certifications and/or other statements inaccurate, invalid or incorrect,
the NFWF Subrecipient shall promptly notify NFWF of such change in circumstance. Finally, NFWF
reserves the right to update and require subsequent acknowledgement of an agreement with new
or revised representations, certifications, and other statements at no additional cost under this
Agreement.
FC.R284. FC.R306
DISCLAIMERS
Section 2.5.1 Disclaimers for Projects funded in whole or in part with Federal funds does not apply
to project agreements with a State Government, Local Government, or Federally -Recognized Indian
Tribe.
A visible project identification sign may be erected as appropriate at each on -the -ground
protection or restoration project. Each sign must give project information and credit the Great
Lakes Restoration Initiative and appropriate federal agencies for funding.
ENVIRONMENTAL COMPLIANCE REVIEWS:
No funding is to be transferred to the individual projects until National Environmental Policy Act
(NEPA) and other compliance is approved by the U.S. Fish and Wildlife Service. As a condition of
award, the Recipient and any sub-recipient(s) must not begin any potentially impactful work
related to this award until the Service has notified you in writing that such work can begin.
Recipients and sub -recipients of Federal grants and cooperative agreement awards must comply
with the requirements of the National Environmental Policy Act (NEPA), Section 7 of Endangered
Species Act (ESA), and Section 106 of the National Historic Preservation Act (NHPA).
FA.A081
U.S. Fish and Wildlife Service Financial Assistance Award Terms and Conditions.
The Service Financial Assistance Award Terms and Conditions posted on the Internet at
httos://www.fws.gov/grants/atc.htmi apply to the NFWF Subrecipient and their subrecipients and
contractors.
Presentation and Publication Credits.
All oral and written presentations, reports, books, publication and other products must
acknowledge the Sport Fish and Wildlife Restoration Programs of the U.S. Fish and Wildlife Service
and include the FAIN. As appropriate for the funding source(s), grant products must display the
Wildlife and Sport Fish Restoration symbols. For more information on the proper use of symbols for
credit of these programs, please contact the Multistate Conservation Program Coordinator or refer
to the WSFR toolkit at https://fawiki.fws.gov/display/WTK/General+Guidance. Please refer to the
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sections entitled, "Wildlife and Sport Fish Restoration Symbols," under General Guidance in the
Toolkit.
Disclaimers - U.S. Fish and Wildlife Service.
Section 2.5.1 Disclaimers "For Projects funded in whole or in part with Federal funds" does not
apply to agreements with a State Government, Local Government, or Federally -Recognized Indian
Tribe.
Copies of Published Products.
If deliverables/products OTHER than the' standard financial and performance reports are to be
produced under this award (examples include research documentation/findings/analysis reports;
technical, scientific, or engineering reports; training or outreach materials, among others), the
NFWF Subrecipient is required to send two printed copies of all final published products to NFWF
for submission to the U.S. Department of Interior Natural Resource Library.
In addition, the NFWF Subrecipient is required to submit one copy (printed or electronic) of every
publication produced under this grant to NFWF for submission to the Wildlife and sport
Restoration Program.
National Environmental Policy Act; the Endangered Species Act; and the National Historic
Preservation Act.
As a condition of this award, the NFWF Subrecipient is approved to begin planning and design
aspects related to this award. All project activities must be reviewed and comply with National
Environmental Policy Act (NEPA), Endangered Species Act (ESA), and Section 106 of the National
Historic Preservation Act (NHPA). Once the final project plans are available and draft compliance
documents completed, the NFWF Subrecipient must submit them to the U.S. Fish and Wildlife
Service (Service), directly or through NFWF. No on the ground work or activities that have the
potential to affect resources protected by these Acts will begin until the Service has reviewed,
finalized the compliance documents, and notified the NFWF Subrecipient in writing that such work
can begin.
In the event any archaeological or historic materials are encountered during project activity, work
in the immediate area must stop and the following actions taken:
1. Implement reasonable measures to protect the discovery site, including any appropriate
stabilization or covering;
2. Take reasonable steps to ensure the confidentiality of the discovery sites; and
3. Take reasonable steps to restrict access to the site of discovery.
The NFWF Subrecipient must notify the concerned Tribes and all appropriate county, state, and
federal agencies, including the State Historic Preservation Office. Agencies and the Tribe(s) will
discuss the possible measures to remove or avoid cultural material and will reach an agreement
with the NFWF Subrecipient regarding actions to be taken and disposition of material. If Human
remains are uncovered, appropriate law enforcement agencies must be notified first, and the
above steps followed. If the remains are determined to be Native, consultation with the affected
Tribe(s) will take place in order to mitigate the final disposition of said remains.
Prohibition on Issuing Financial Assistance Awards to Entities that Require Certain Internal
Confidentiality Agreements.
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The NFWF Subrecipient must not require their employees, subrecipients, or contractors seeking to
report fraud, waste, or abuse to sign internal confidentiality agreements or statements prohibiting
or otherwise restricting such employees, subrecipients, or contractors from lawfully reporting such
waste, fraud, or abuse to a designated investigative or law enforcement representative of a federal
department or agency authorized to receive such information. The NFWF Subrecipient must notify
their employees, subrecipients, or contractors that existing internal confidentiality agreements
covered by this condition are no longer in effect.
FC.R457
U.S. Fish and Wildlife Service Financial Assistance Award Terms and Conditions.
The Service Financial Assistance Award Terms and Conditions posted on the Internet at
httos://www.fws.eov/grants/atc.htmi apply to the NFWF Subrecipient and their subrecipients and
contractors.
National Environmental Policy Act; the Endangered Species Act; and the National Historic
Preservation Act.
The NFWF Subrecipient and any subrecipient(s) must not begin any potentially impactful work
related to this award until the Service has notified in writing that such work can begin. Recipients
and subrecipients of Federal grants and cooperative agreement awards must comply with the
requirements of the National Environmental Policy Act (NEPA), Section 7 of Endangered Species Act
(ESA), and Section 106 of the National Historic Preservation Act (NHPA).
Great Lakes (EAGL) Reporting.
The NFWF Subrecipient will complete semi-annual reports as a part of the interagency effort to
measure project contributions to the Great Lakes Restoration Initiative (GLRI) through the
Environmental Accomplishments in the Great Lakes (EAGL) database. NFWF staff will inform
applicants of EAGL reporting requirements and provide the spreadsheet template with which to
record and submit project progress during the reporting period.
Federal Publicity and Acknowledgement of Support.
A visible project identification sign may be erected as appropriate at each on -the -ground
protection or restoration project. Each sign must give project information and credit the Great
Lakes Restoration Initiative and appropriate federal agencies for funding.
Section 2.5.1 Disclaimers for Projects funded in whole or in part with Federal funds does not apply
to project agreements with a State Government,, Local Government, or Federally -Recognized Tribal
Government.
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SECTION 6 OTHER REPRESENTATIONS, CERTIFICATIONS, STATEMENTS
NFWF Subrecipient acknowledges that all or part of this Agreement may be funded by a non-
federal source that requires certain representations, certifications, and other statements relating
to the use of such funds or performance of the Project. These representations, certifications and
other statements are set forth below. Unless otherwise stated in this Agreement, the execution
and submission of this Agreement serves as affirmative acknowledgement of an agreement with
the below representations, certifications, and other statements. Further, should circumstances of
the NFWF Subrecipient change during the performance of this Agreement that would render one
of these representations, certifications and/or other statements inaccurate, invalid or incorrect,
the NFWF Subrecipient shall promptly notify NFWF of such change in circumstance. Finally, NFWF
reserves the right to update and require subsequent acknowledgement of an agreement with new
or revised representations, certifications, and other statements at no additional cost under this
Agreement.
TR.A328
None.
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