Enclosure 2 Terms and conditions.pdf

COOPERATIVE AGREEMENT TERMS AND CONDITIONS

(SEPT 2006 Rev 2)

DoDGARs Part 22:

http://www.gpo.gov

2 Code of Federal Regulations 200 http://www.ecfr.gov

OMB Circulars:

http://www.whitehouse.gov/omb/circulars/

ARTICLES

1. Order of Precedence

2. Statutes and Regulations

3. Cost Principles and Audit *

4. Record Retention and Access Requirements *

5. Modification of Cooperative Agreement

6. Prior Approvals and Changes

7. Allowable Costs *

8. Unexpended Balance

9. Overpayment and Earned Interest

10. Future Funding

11. Subagreements *

12. Officials Not to Benefit *

13. Hatch Act *

14. Lobbying *

15. Environmental Standards *

16. Nondiscrimination *

17. Cargo Preference *

18. Preference for U. S. Flag Air Carriers *

19. Profit or Fee *

20. Claims, Disputes, and Appeals *

21. Controlled Unclassified Information

22. Debarment and Suspension *

23. Drug Free Workplace *

24. Standards for Financial Management Systems *

25. Payment *

26. Procurement *

27. Property *

28. Reports *

29. Termination and Enforcement *

30. After-Award Requirements *

31. Cost Share or Match *

32. Resource Conservation and Recovery Act

* Refer to 2 Code of Federal Regulations Part 200 http://www.gpo.gov/ http://www.ecfr.gov/ http://www.whitehouse.gov/omb/circulars/

1. Order of Precedence

This Cooperative Agreement is subject to the laws and regulations of the United States. Any inconsistency or conflict in the terms and conditions specified in this Cooperative Agreement shall be resolved according to the following order of precedence:

(a) The Federal statute authorizing this award, or any other Federal statutes directly affecting performance of this Cooperative Agreement.

(b) 2 Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost

Principles, and Audit Requirements for Federal Awards.

(c) These General Terms and Conditions.

(d) Other terms and conditions contained within this Cooperative Agreement and any attached schedules.

2. Statutes and Regulations

This Cooperative Agreement is subject to the laws and regulations of the United States that apply to assistance instruments including Chapter 63 of U.S. Code Title 31. 2 CFR 200 is hereby incorporated into this Cooperative Agreement by reference. The following OMB circulars, as appropriate, are also incorporated by reference into this Cooperative Agreement:

(a) 2 CFR Part 220, “Cost Principles for Educational Institutions”

(b) 2 CFR Part 225, “Grants and Cooperative Agreements for Institutions of Higher Learning”

(c) 2 CFR 230 “Audits of State, Local Governments, and Non-Profit Organizations”

3. Cost Principles and Audit

2 CFR 220, Uniform Administrative Requirements for Grants and Cooperative Agreements with

Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations and the OMB Circulars below apply specifically to the Cooperator. The Cooperative Agreement shall be consistent with these authorities:

(1) 2 CFR 220, “Cost Principles for Educational Institutions”

(2) A-133 “Audits of States, Local Governments, and Non-Profit Organizations”

Cooperator shall submit a copy of OMB Circular A-133 audit reports to the agency Inspector General

(IG) and to DoD (IG).

4. Record Retention and Access Requirements

All financial and programmatic records, supporting documents, statistical records, and other records of

Cooperators or sub-Cooperators which are:

(i) Required to be maintained by the terms of this part, program regulations or the cooperative agreement, or

(ii) Otherwise reasonably considered as pertinent to program regulations or the cooperative agreement.

5. Modification of Cooperative Agreement

The only method by which this Cooperative Agreement can be modified is by a formal, written and signed modification. Administrative modification(s) to the Cooperative Agreement may be accomplished unilaterally by the signature of designated Cooperative Agreement Administrative Representative or

Awarding Officer. Changes to the express clauses or terms of the Cooperative Agreement affecting price, quality, quantity or delivery of the Cooperator’s acts or omissions in performing the Scope of Work shall be the subject of a bilaterally executed modification. No other communications, whether oral or in writing, shall modify this Cooperative Agreement.

6. Prior Approvals and Changes

Any program changes to the approved project must comply with 2 CFR 200.308 Revision of

Budget and Program Plans.

7. Allowable Costs

Cooperative agreement funds may be applied only to those costs allowed under 2 CFR 200 Subpart

E & Appendix III for Institutions of Higher Education, or Appendix IV for Non-Profits and Appendix

VIII for nonprofits exempt from 2 CFR 200, or Appendices V, VI and VII for Governmental

Organizations.

8. Unexpended Balance

In the absence of any specific notice to the contrary, Cooperators are authorized to carry forward unexpended balances of funds received to subsequent funding periods.

9. Overpayment and Earned Interest

Overpayment. Within ninety (90) days after the end date of the Cooperative Agreement, any overpayment of funds shall be remitted to the Administrative Grants Officer (AGO) at the Administrative

Office on the Award/Modification document, by check made payable to the Naval Facilities Engineering

Command. An overpayment represents the difference between allowable actual expenditures and total disbursements received by the Cooperator.

Advances and Earned Interest. Interest earned on any account holding funds advanced under this Cooperative Agreement shall be remitted at least quarterly to the Naval Facilities Engineering

Command, 1322 Patterson Ave. S.E., Washington, D.C. 20374-5065, by check made payable to the

Treasury of the United States.

10. Future Funding

The Government’s legal funding obligation is limited to the amount shown as the “Total Obligated on Award,” section of the Cooperative Agreement document.

11. Subagreements

Cooperator shall comply with 2 CFR 200 Subpart D Post Federal Award Requirements, Subrecipient Monitoring and Management

12. Officials Not to Benefit

No member of or delegate to Congress, or resident commissioner, shall be admitted to any share or part of this Cooperative Agreement, or to any benefit arising from it, in accordance with 41 U.S.C. 22.

13. Hatch Act

The Cooperator agrees to comply with the Hatch Act (5 U.S.C. 1501-1508 and 7324 - 7328), as implemented by the Office of Personnel Management at 5 CFR part 151, which limits political activity of employees or officers of State or local governments whose employment is connected to an activity financed in whole or part with Federal funds.

14. Lobbying

By signing and submitting this proposal, the Cooperator is providing the certification at Appendix

A to 32 CFR Part 28 regarding lobbying.

15. Environmental Standards

By accepting funds under this Cooperative Agreement, the Cooperator assures that it will:

(a) Comply with applicable provisions of the Clean Air Act (42 U.S.C. 7401, et seq.) and Clean

Water Act (33 U.S.C. 1251, et.seq.), as implemented by Executive Order 11738 [3 CFR, 1971-1975 comp., p. 799] and Environmental Protection Agency (EPA) rules at Subpart J of 40 CFR Part 32.

(b) Identify to the Cooperator agency any impact that this agreement may have on:

(1) The quality of the human environment, and provide help the agency may need to comply with the National Environmental Policy Act (NEPA, at 42 U.S.C. 4321, et seq.) and to prepare

Environmental Impact Statements or other required environmental documentation. In such cases, the

Cooperator agrees to take no action that will have an adverse environmental impact (e.g., physical disturbance of a site such as breaking of ground) until the agency provides written notification of compliance with the environmental impact analysis process.

(2) Coastal barriers, and provide help the agency may need to comply with the Coastal

Barriers Resource Act (16 U.S.C. 3501, et seq.), concerning preservation of barrier resources.

(3) Any existing or proposed component of the National Wild and Scenic Rivers system, and provide help the agency may need to comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C.

1271, et seq.).

16. Nondiscrimination

By accepting funds under this Cooperative Agreement, the Cooperator assures that it will comply with applicable provisions of the following national policies prohibiting discrimination:

(a) On the basis of race, color, or national origin, in Title VI of the Civil Rights Act of 1964

(42 U.S.C. 2000d, et seq.), as implemented by DoD regulations at 32 CFR Part 195

(b) On the basis of race, color, religion, sex, or national origin, in Executive Order 11246 [3

CFR, 1964-1965 Comp., p.339], as implemented by Department of Labor regulations at 41 CFR part 60.

(c) On the basis of sex or blindness, in Title IX of the Education Amendments of 1972 (20

U.S.C. 1681, et seq.).

(d) On the basis of age, in the Age Discrimination Act of 1975 (42 U.S.C. 6101, et seq.) as implemented by Department of Health and Human Services regulations at 45 CFR Part 90.

(e) On the basis of handicap, in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C.

794), as implemented by Department of Justice regulations at 28 CFR Part 41 and DoD regulations at 32

CFR Part 56.

17. Cargo Preference

The Cooperator agrees that it will comply with the Cargo Preference Act of 1954 (46 U.S.C.

1241), as implemented by Department of Transportation regulations at 46 CFR 381.7, which require that at least 50 percent of equipment, materials or commodities procured or otherwise obtained with U.S.

Government funds under this cooperative agreement, and which may be transported by ocean vessel, shall be transported on privately owned U.S.-flag commercial vessels, if available.

18. Preference for U. S. Flag Air Carriers

Travel supported by U.S. Government funds under this cooperative agreement shall use U.S.-flag air carriers (air carriers holding certificates under 49 U.S.C. 41102) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air

Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118) and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to

Comptroller General Decision B138942.

19. Profit or Fee

In accordance with 32 CFR 22.205(b), no fee or profit may be charged to this cooperative agreement.

20. Claims, Disputes, and Appeals

(a) Cooperator Claims.

Per 32 CFR 22.815, any claims arising out of this agreement must be:

(1) Submitted in writing to the Grants Officer;

(2) Specify the nature and basis for the relief requested, and;

(3) Include all data and relevant facts in support of the claim.

(b) DOD Component Claims.

Claims by a DOD Component shall be the subject of a written decision by the Grants Officer.

(c) Alternative Dispute Resolution (ADR).

The Parties shall use ADR to the maximum extent practicable, and comply with 32 CFR 22.815

ADR policies and procedures.

(d) Grants Officer Decisions.

(1) Within 60 calendar days after receipt of a written claim, the Grants Officer shall:

(a) Prepare a written decision, which shall include: the reasons for the decision; the relevant facts on which the decision is based; and the identity and mailing address of the cognizant

Appeal Authority, and; shall be included in the award file, or

(b) Notify the Cooperator of a date when the written decision will be rendered. The notice shall address why additional time is needed.

(2) The Grants Officer’s decision is final, unless appealed. In the event of an appeal, the Parties shall endeavor to use ADR procedures to the maximum extent practicable.

(e) Formal Administrative Appeals.

All formal administrative appeals shall comply with the applicable provisions of 32 CFR 22.815(e), Claims, disputes, and appeals.

(1) Appeal Authority. The Assistant Commander for Acquisition is the Appeal Authority to decide formal, administrative appeals under this Grant.

(f) Non-exclusivity of remedies.

Nothing in this section is intended to limit a Cooperator’s right to any remedy under the law.

21. Controlled Unclassified Information

The parties understand that information and materials provided pursuant to or resulting from this cooperative agreement may be export controlled, sensitive, for official use only, or otherwise protected by law, executive order or regulation. The Cooperator is responsible for compliance with all applicable laws and regulations. Nothing in this cooperative agreement shall be construed to permit any disclosure in violation of those restrictions.

22. Debarment and Suspension

Cooperators shall comply with the requirements of DoDGARs Part 25, Subpart C, “Government-

Wide Suspension and Debarment (Nonprocurement)”, 32 CFR Part 25, Subpart C. The Cooperator shall also include a similar term or condition in any lower-tier covered transactions, as required by DoDGARs

Part 25, Subpart B, 32 CFR Part 25 (2004).

23. Drug Free Workplace

By accepting funds under this Cooperative Agreement, the Cooperator agrees to comply with the

“Government –Wide Drug-Free Workplace (Grants)” requirements specified by DoDGARS Part 26, Subpart B (or Subpart C, if the Cooperator is an individual) of 32 CFR Part 26 (2004), which implements Secs. 5151-5160 of the Drug-Free Workplace Act of 1988 (41 U.S.C. 701, et. seq.).

24. Standards for Financial Management Systems

By accepting funds under this cooperative agreement, the Cooperator agrees to maintain a financial management system that complies with 2 CFR 200 Subpart D Post Federal Award Requirements, Standards for Financial And Program Management

25. Payment

Cooperator shall submit any request for payment in accordance with 32 CFR 32.22, Payment, for

Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations. Payment will be made in accordance with 2 CFR 200.305 Payment.

For any advance payment the Cooperator must maintain or demonstrate the willingness to maintain the conditions set forth at 2 CFR 200.305 Cooperator is authorized to be paid in advance under the conditions set forth at 2 CFR 200.305.

Reimbursement is the preferred method when the requirements in 2 CFR 200.305 (b) (b) cannot be met. The Cooperator is authorized reimbursements under the conditions set forth at 2 CFR 200.305for

Institutions of Higher Education, Hospitals, Other Non-Profit Organizations and State and Local

Governents

26. Procurement

Cooperator’s system for acquiring goods and services under this Cooperative Agreement shall comply with 2 CFR 200 Subpart D Post Federal Award Requirements, Procurement Standards.

27. Property

Title shall vest in, and Cooperator shall manage, property under this cooperative agreement in accordance with 2 CFR 200 Subpart D Post Federal Award Requirements, Property Standards for

Institutions of Higher Education, Hospitals, Other Non-Profit Organizations, and State and Local

Governments.

28. Reports

Cooperator shall maintain and submit reports in accordance with 2 CFR 200 Subpart D Post

Federal Award Requirements, Performance and Financial Monitoring and Reporting for Institutions of

Higher Education, Hospitals, Other Non-Profit Organizations and State and Local Governments.

29. Termination and Enforcement

This award is subject to 2 CFR 200 Subpart D Post Federal Award Requirements, Remedies For

Noncompliance, for Institutions of Higher Education, Hospitals, Other Non-Profit Organizations, and

State and Local Governments.

30. After-Award Requirements

Closeouts, subsequent adjustments, continuing responsibilities, and collection of amounts due are subject to the requirements in 2 CFR 200.343-345 Subpart D Post Federal Award Requirements, Closeout, Post-Closeout Adjustments and Continuing Responsibilities, and Collection of Amounts Due for Institutions of Higher Education, Hospitals, Other Non-Profit Organizations and State and Local Governments.

31. Cost Share or Match

Any cost share or cost match agreements shall comply with 2 CFR 200.306 for Institutions of

Higher Education, Hospitals, Other Non-Profit Organizations, and State and Local Governments.

32. Resource Conservation and Recovery

Cooperator shall comply with the requirements contained in 2 CFR 200.322 Procurement of

Recoverd Materials..

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