,NT ?i-2H,

PUBLIC CONTRACT FOR SERVICES

THIS AGREEMENT ("Agreement") is made and entered into this 28th day of May,2013, by and between the BOARD OF COUNTY COMMISSIONERS OF THE COUNTYOF DOUGLAS, STATE OF COLORADO (the "County"), and RAWWYO, LLC, anindependent Contractor authorized to do business in Colorado (the "Contractor").

RECITALS

WHEREAS, the Cpunty is undertaking certain activities for developing training content;support, and related duties for the SOTAR system and

WHEREAS, the County desires to engage the Contractor to render certain professionalservices and assistance in conhection with such undertakings of the County; and

WHEREAS, the Contractor has the ability,to assist the County through its professionalexpertise, knowledge, andexpericnce and is ready, willing and able to provide such services,subject to the conditions hereinafter set forth.

NOW, THEREFORE, for and in consideration of the premises and other good andvaluable consideration, the parties agree as follows:

LINE OF AUTHORITY: Craig Vacura, (the "Authorized Representative"), isdesignated as Authorized Representative of the County for the purpose of administering,coordinating and approving: the work performed by the Contractor under this Agreement.

SCOPE OF1 SERVICES: All services described in Exhibit A, attached heretoand incorporated herein, shall be performed by Contractor.

The County may,. from time to time, request changes to the scope of services to beperformed hereunder. Suchl changes, including any increase or decrease in the amount of theContractor's compensation, which are mutually agreed upon between the County and Contractor,shall be in writing and shallibecomc part of this Agreement upon execution.

The Contractor agrebs to diligently and professionally perform all the services describedherein in a manner satisfatory to the Authorized Representative. It is also understood andagreed that the Contractor hall not, in performing services hereunder, undertake any action oractivity prohibited by the tems of any lease, permit, license or other agreement in effect duTingthe term hereof between tie Contractor and the County for the use and occupancy by theContractor of any County facilities or space.

COMPENSATION: Subject to the maximum contract liability and all otherprovisions of this Agreement, the County agrees to pay to the Contractor, and the Contractoragrees to accept payment as described in Exhibit B, attached hereto and incorporated herein,during the term hereof, in accordance with the terms set forth herein.

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MAXIMUM CONTRACT EXPENDITURE: Any other provision of thisAgreement notwithstanding and pursuant to Section 29-1-110, C.R.S., the amount of fundsappropriated for this Agreement is Twenty Four Thousand Nine Hundred and Ninety Ninedollars ($24,999.00) for fiscal year 2013. In no event shall the County be liable for paymentunder this Agreement for any amount in excess thereof. The County is not under obligation tomake any future apportionment or allocation to this Agreement nor is anything set forth herein alimitation of liability for Contractor. Any potential expenditure for this Agreement outside thecurrent fiscal year is subject to future annual appropriation of funds for any such proposedexpenditure.

TERM: It is mutually agreed by the parties that the term of this Agreement shallcommence as of 12:01 a.m. on May 28, 2013, and terminate at 12:00 am, on December 31,2013. This Agreement and/or any extension of its original term shall be contingent upon annualfUnding being appropriated, budgeted and otherwise made available for such purposes andsubject to the County's satisfaction with all products and services received during the precedingterm.

INVOICING PROCEDURES: Payments shall be made to the Contractor basedupon invoices submitted by the Contractor, provided such invoices have been approved by theAuthorized Representative. Payments will be made to the Contractor within thirty (30) days, orwithin a mutually agreed upon period after County has received complete invoices from theContractor. The County reserves the right to require such additional documentation, includingmonthly activity reports detailing the Contractor's activities and services rendered, as the Countydeems appropriate to support the payments to the Contractor. The signature of an officer of theContractor shall appear on all invoices certil'ing that the invoice has been examined and foundto be correct.

CONFLICT OF INTEREST: The Contractor agrees that no official, officer oremployee of the County shall have any personal or beneficial interest whatsoever in the servicesor property described herein, and the Contractor fUrther agrees not to hire, pay, or contract forservices of any official, officer or employee of the County. A conflict of interest shall includetransactions, activities or conduct that would affect the judgment, actions or work of theContractor by placing the Contractors own interests, or the interest of any party with whom theContractor has a contractual arrangement, in conflict with those of County.

INDEMNIFICATION: The County cannot and by this Agreement does notagree to indemnify, hold harmless, exonerate or assume the defense of the Contractor or anyother person or entity whatsoever for any purpose whatsoever. The Contractor shall defend,indemnify and hold harmless the County, its commissioners, officials, officers, directors, agents,and employees from any and all claims, demands, suits, actions or proceedings of any kind ornature whatsoever, including workers' compensation claims, in any way resulting from or arisingfrom this Agreement; provided, however, that the Contractor need not indemnify or saveharmless the County, its officers, agents and employees from damages resulting from the solenegligence of the County's commissioners, officials, officers, directors, agents, and employees.

INDEPENDENT CONTRACTOR: The Contractor is an independenteontractorand is free to perform services for other clients. NOtwithstanding any provision of this

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Agreement, all personnel assigned by the Contractor to perform work under this Agreement shallbe and remain ht all times, employees of the Contractor for all purposes. THE INDEPENDENTCONTRACTOR IS NOT ENTITLED TO WORKERS' COMPENSATION ORUNEMPLOYMENT BENEFITS THROUGH THE COUNTY AND IS OBLIGATED TO PAYFEDERAL AND STATE INCOME TAX ON ANY MONIES EARNED PURSUANT TO THECONTRACT RELATIONSHIP.

NO WAIVER OF GOVERNMENTAL IMMUNITY ACT: The parties heretounderstand and agree that the County, its commissioners, officials, officers, directors, agents andemployees, are re'ying on, and do not waive or intend to waive by any provisions of thisAgreement, the monetary limitations or any other rights, immunities and protections provided bythe Colorado Governmental Immunity Act, § 24-10-101 to 120, C.R.S., or otherwise availableto the County.

ASSIGNMENT: The Contractor covenants and agrees that it will not assign ortransfeT its rights hereunder, or subcontract any work hereunder, either in whole or in partwithout the prior written approval of the Authorized Representative. Any attempt by theContractor to assign or transfer its rights hereunder shall, at the option of the AuthorizedRepresentative, void the assignment or automatically terminate this Agreement and all rights ofthe Contractor hereunder.

COUNTY REVIEW OF RECORDS: The Contractor agrees that, upon requestof the Authorized Representative, at any time during the term of this Agreement, or three (3)years thereafter, it will make full disclosure to the County and make available for inspection andaudit upon request by the Authorized Representative, the County Director of Finance, or any oftheir authorized representatives, all of its records associated with work performed under thisAgreement for the purpose of nmking an audit, examination or excerpts. The Contractor shallmaintain such records until the expiration of three (3) years following the end of the term of thisAgreement.

OWNERSHIP OF DOCUMENTS: Drawings, specifications, guidelines andany other documents prepared by the Contractor in connection with this Agreement shall be theproperty of the County.

ASSIGNMENT OF COPYRIGHTS: The Contractor assigns to the County thecopyrights to all works prepared, developed, or created pursuant to this Agreement, including theright to: 1) reproduce the work; 2) prepare derivative works; 3) distribute copies to the public bysale, rental, lease, or lending; 4) perform the works publicly; and 5) to display the work publicly.The Contractor waives its rights to claim authorship of the works, to prevcnt its name from beingused wrongly in connection with the works, and to prevent distortion of the works.

TERMINATION: The County shall have the right to terminate this Agrccnint,with or without cause, by giving written notice to the Contractor of such termination andspecifying the effective date thereof, wuch notice shall be given at least ten (10) days before theeffective date of such termination. In such event, all finished or unfinished documents, data,studies and reports prepared by the Contractor pursuant to this Agreement shall become theCounty's property. The Contractor shall be entitled to receive compensation in accordance with

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this Agreement for any satisfactory work completed pursuant to the terms of this Agreementprior to the date of notice of termination, Notwithstanding the above, the Contractor shall not berelieved of liability to the County for damages sustained by the County by virtue of any breachof the Agreement by the Contractor.

17. NOTICES: Notices concerning termination of this Agreement, notices of allegedor actual violations of the terms or provisions of this Agreement, and all other notices shall bemade as follows:

by the Contractor to:

with a copy to:

and by the County to:

Douglas County GovernmentJT Department100 Third StCastle Rock, CO 80104Attention: Craig Vacura

Facsimile (303) 663 6250E-mail cvaeura@douglas.co.us

Douglas County Attorney's Office100 Third StreetCastle Rock, CO 80104(303) 660-7441

Marilyn GodfreyRAWWYO, LLC205 E. Highway 71Rawlins, WY 82301

Phone: 719-651-5110

Said notices shall be delivered personally during normal business hours to the appropriate officeabove, or by prepaid first class U.S. mail, via facsimile, or other method authorized in writing bythe Authorized RepFesentative. Mailed notices shall be deemed effective upon receipt or three(3) days after the date of mailing, whichever is earlier. The parties may from time to timedesignate substitute addresses or persons where and to whom such notices are to be mailed ordelivered, but such substitutions shall not be effective until actual receipt of written notification.

NONDISCRIMINATION: In connection with the performance of work underthis Agreement, the Contractor agrees not to refuse to hire, discharge, promote or demote, or todiscriminate in matters of compensation against any person otherwise qualified, solely becauseof race, color, religion, national origin, gender, age, military status, sexual orientation, maritalstatus, or physical or mental disability.

GOVERNING LAW; VENUE: This Agreement shall be deemed to have beenmade in, and construed in accordance with the laws of the State of Colorado. Venue for anyaction hereunder shall be in the District Court, County of Douglas, State of Colorado. The

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Contractor expressly waives the right to bring any action in or to remove any action to any otherjurisdiction, whether state or federal.

COMPLIANCE WITH ALL LAWS AND REGULATIONS: All of the workperformed under this Agreement by the Contractor shall comply with all applicable laws, rules,regulations and codes of the United States and the State of Colorado. The Contractor shall alsocomply with all applicable ordinances, regulations, and resolutions of the County and shallcommit no trespass on any public or private property in the performance of any of the workembraced by this Agreement.

SEVERABILITY: In the event any of the provisions of this Agreement are heldto be unenforceable or invalid by any court of competent jurisdiction, the validity of theremaining provisions shall not be affected. Should either party fail to enforce a specific term ofthis Agreement it shall not be a waiver of a subsequent right of enforcement, nor shall it bedeemed a modification or alteration of the terms and conditions contained herein.

NO THIRD PARTY BENEFICIARIES: The enforcement of the temis andconditions of this Agreement and all rights of action relating to such enforcement, shall bestrictly reserved to the County and the Contractor, and nothing contained in this Agreement shallgive or allow any such claim or right of action by any other or third person under suchAgreement.

PRIORITY OF PROVISIONS: In the event that any terms of this Agreementand any Exhibit, attachment, or other referenced document are inconsistent, the following orderof priority shall control:

1s This Agreement, Sections 1 through 272nd Exhibit C- Insurance Requirements3rd Exhibit A- Scope of Services4111 Exhibit B- Method of Payment

HEADINGS; RECITALS: The headings contained in this Agreement are forreference purposes only and shall not in any way affect the meaning or interpretation of thisAgreement. The Recitals to this Agreement arc incorporated herein.

ENTIRE AGREEMENT: The parties acknowledge and agree that the provisionscontained herein constitute the entire agreement and that all representations made by anycommissioner, official, officer, director, agent or employee of the respective parties unlessincluded herein are null and void and of no effect. No alterations, amendments, changes ormodifications to this Agreement, except those which are expressly reserved herein to theAuthorized Representative, shall be valid unless they are contained in writing and executed byall the parties with the same formality as this Agreement.

INSURANCE: The Contractor shall be required to maintain the insurancerequirements provided in Exhibit C, attached hereto and incorporated herein by reference. TheContractor shall provide evidence that such requirements have been met and shall provide

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updated information to the County in the event any changes are made to the Contractor'sinsurance coverage during the term of this Agreement.

27. COUNTY EXECUTION OF AGREEMENT: This Agreement is expresslysubject to, and shall not be or become effective or binding on the County, until execution by allsignatories of the County.

IN WITNESS WHEREOF, the County and the Contractor have executed this Agreementas of the above date.

Contractor: Marilyn Godfreyflae Aj2

!O:45:46 -0700

6/5/2 013DATE:

Signature of Notary Public Required:

STATE OF

COUNTY OF

The foregoing instrument was acknow!edged before me this day of , 20 , by

Witness my hand and official seat

Notary PublicMy commission expires:

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)

) ss.

)

Board of County Commissionerof the County of Douglas

BY:

DATE:

Paul Clanton, Douglas County CLO

Andrew CoplandDirector of Finance

APPROVED AS TO FISCAL CONTENT: APPROVED AS TO LEGAL, FORM:

DATE: £( DATE:

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J(efl'y DunnawayDeputy Assstant County Attorney

Exhibit ASCOPE OF SERVICES

The services covcred by this contract are limited professional services in support of the SOTARsystem as stated by the SOTAR Grant (copy attached hereto as "Attachment 1") and directed byDouglas County representatives.

Deliverables and services may include:

SOTAR Training site, materials and content for agcncy users and administratorsSOTAR Support site, materials and content for agency users and administratorsOther deliverables to improve the effective use of the SOTAR system

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Exhibit 8METHOD OF PAYMENT

Contractor agrees to a fee of Thirty five dollars per hour, ($35.00/hour), and shall bill the Countyonly for time actually worked, not to exceed the maximum contract liability. Any work byContractor, outside of Exhibit A - SCOPE OF SERVICES which results in a change in costestimates or substitution of materials, requires approval in advance via change control, byCounty's Authorized Representative. Any such change control shall be subject to the maximumcontract liability set forth in section 4 of this agreement unless otherwise agreed upon in writing.

Invoices will be provided to Douglas County, attention Craig Vacura. Payment will be madepursuant to paragraph 6 of the Agreement, net 30.

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Exhibit CINSURANCE REQUIREMENTS

Insurance.

1. The Contractor agrees to procure and maintain with insurers with an A- or better rating asdetermined by Best's Key Rating Guide, at its own expense, the following policies of insurance:

Workers' Compensation insurance to cover obligations imposed by applicable laws forany employee engaged in the performance of work under this Agreement.

Workers' Compensation: Slatutory

Personal Automobile Liability insurance with minimum combined single limits for bodilyinjury and property damage of not less than Three Hundred Thousand ($300,000) each occurrence withrespect to each of Contractor's owned, hired and non-owned vehicles assigned to or used in performanceof the services. The policy will contain a severability of interests provision.

2. The certificates of insurance will be attached to this Agreement as evidence that policiesproviding the required coverages, conditions, and minimum limits are in full force and effect. Thecompleted certificates of insurance and any notices, within 20 days of cancellation, termination, ormaterial change will be sent to:

Sheryl D. MonroeDouglas CountyRisk Management100 Third StreetCastle Rock, Colorado 80104

3. The Contractor will not be relieved of any liability, claims, demands, or other obligationsassumed by its failure to procure or maintain insurance, or its failure to procure or maintain insurance insufficient amounts, durations, or types.

4. Failure on the part of the Contractor to procure or nmintain policies providing therequired eoverages, conditions and minimum limits will constitute a material breach of contract uponwhich Douglas County may immediately terminate this Agreement.

5. The parties hereto understand and agree that Douglas County is relying on, and does notwaive or intend to waive by any provision of this Agreement, the monetary limitations (prcscfftly$150,000 per person and $600,000 per occurrdnce) or any other rights, immunities, and protectionsprovided by the Colorado Governmental Immunity Act, Sections 24-10-101 et seq., CR5., as from timeto time amended, or otherwise available to Douglas County, its officers, or its employees.

Approved bySheryl D. t'4.nrocRisk Manager

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CHECK BELOW TO INDICATE WHICH CATEGORY BEST DESCRIBES YOUR AGENCY:

Inter-Governmental Grant -

Grant to a Colorado State Agency (Section A does not apply)Grant to a Unit of Local Government, Tribal Government, or Special District.

Grant to a Non-Profit, Private Organization (Non-Governmental)

SECTION VI.- CERTIFICATIONS

The applicant certifies by signing that the project described in this application meets all the requirements of the applicable governinglegislation as indicated below; that all information contained in the application is correct; that there has been appropriate coordinationwith affected agencies; and, that the applicant will read, understand and comply with all provisions of the governing legislation and allother applicable federal and state laws, rules and regulations that have been or may hereafter be established. The applicant furtherunderstands and agrees that any subgrant award received as a result of this application shall be subject additionally to the grant conditionsset forth in the Statement of Grant Award and in the current applicable Administrative Guide of the Division of Criminal Justice.

GOVERNING lEGISLATION FQR THIS GRAflTflOCRAJSIt

Support for Adam Walsh Act implementation Grant Program. From the United States Department of Justice, Sex OffenderSentencing, Monitoring, Apprehending, Registering, and Tracking Office, under federal statutory authority for the Adam WalshChild Protection and Safety Act of 2006 (42 U.S.C. § 16901, et seq.), specifically Subtitle A of Title I, the Sex OffenderRegistration and Notification Act (SORNA).and under applicable program rules and regulations established by said federalprogram office.

A. STANDARD STATE SPECIAL PROVISIONSRevised 1-1-09

I. CONTROLLER'S APPROVAL. CR5 24-30-202 (1)This subgrant award shall not be valid until it has been approved by the Colorado State Controller or designee.

FUND AVAILABILITY. CR5 24-30-202 (5.5)Financial obligations of the State payable after the current fiscal year dre contingent upon thods for that purpose beingappropriated, budgeted, and otherwise made available.

GOVERNMENTAL IMMUNITY.No term orconition of thi subgrant shall be construed or interpreted as a waiver, express or implied, of any of the immunities,rights, benefits, protection, or other provisions, of the Colorado Governmental Immunity Act, CR5 §24-10-101, el seq., or theFederal Tort Claims Act, 28 U.S.C. §1346(b) and 2671 erseq. as applicable now or hereafter amended.

INDEPENDENT CONTRACTOR.(THIS PRO VISION IS NOTAPPLICARLE TO GRANTS TO COL OK4DO STA TEA GENcIES):THE SUBGRANTEE AGENCY: SHALL PERFORM THE DUTIES FUNDED UNDER T-iIs GRANT AS ANINDEPENDENT CONTRACTOR AND NOT AS AN EMPLOYEE OF THE STATE. NEITHER THE SUBGRANTEEAGENCY NOR ANY AGENT, SUB-CONTRACTOR, OR EMPLOYEE OF THE SUBGRANTEF AGENCY SHALL BE ORSHALL BE DEEMED TO BE AN AGENT OR EMPLOYEE OF THE STATE BY VIRTUE OF THIS SUBGRANT.UBGRANTEE AGENCY SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX AND

LOCAL HEAD TAX ON ANY MONIES PAID PURSUANT TO THIS GRANT. SUBGRANTEE AGENCYACKNOWLEDGES THAT THE. SUBGRANTEE AGENCY AND ITS EMPLOYEES ARE NOT ENTITLED TOUNEMPLOYMENT INSURANCE BENEFITS UNLESS THE SUBGRANTEE AGENCY OR THIRD PARTY PROVIDESSUCH COVERAGE AND THAT THE STATE DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH COVERAGE.SUBGRANTEE AGENCY SHALL NOT HA\TE AUTHOPJZATION, EXPRESS OR IMPLIED, TO BIND THE STATE TOANY AGREEMENTS, LIABILITY, OR UNDERSTANDING EXCEPT AS EXPRESSLY SET FORTH HEREIN. IF-ri-nc r,p ,fNJT PPflVIDRS FUNDS FOR ANY PERSONAL SERVICES, SUBGRANTEE AGENCY SHALL PROVIDE AND

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must be submitted he application

Special Provisions and Certified AssurancesSpecial Pro' isions & Certified Assuran tee must be subni iced with the appLication

COMPENSATION TNSURANCE IN THE AMOUNtS REQUIRED BY LAW AND SHALL BE SOLELY RESPONSIBLEFOR ITS ACTS OF ITS EMPLOYEES, INDEPENDENT SUB-CONTRACTORS AND AGENTS.

COMPLIANCE WITH LAW.The Subgrantee Agency shall strictly comply with all applicable federal and State laws, rules, and regulations in effect orhereafter established, including; without limitation, laws applidable to discranianation and unfair employment practices.

CHOICE OF LAW.Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, andenforcement of this subgrant. Any provision included or incorporated herein by reference, which conflicts with said laws, rules,and regulations shall be null and void. Any provision incorporated herein by refereoce which purports to negate this nr any otherSpecial Provision in whole or in pan shall not be valid or enforceable or available in any action at law, whether by way ofcomplaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate theremainder of this subgrant, to the extent capable of execution.

BINDING ARBITRATION PROHIBITED.The State of Colorado does not agree to binding arbitration by any extra-judicial body or person. Any provision to the contran'in this subgrant award or incorporated herein by reference shall be null and void.

S. SOFTWARE PIRACY PROHIBITION. (Governor's Executive Order D 002 00)State ur other public funds payable under this subgrant shall not be used for the acquisition, operation, or maintenance ofcomputer sofiware in violation of federal copyright laws or applibable licensing restrictions. The Subarantee Agency herebycertifies and wan'ants that, during the term of this subarant and any extensions: the Subgrantee Agency has and shall maintain inplace appropriate systems and controls to prevent such improper use of public funds. If the State determines that the SubgranteeAgency is in violation of this provision, the State may exercise any remedy available at law or equity or under this Subgrant,including, without limitation, immediate termination of the Subgrant and any remedy consistent with federal copyright laws orapplicable licensing restrictions,

EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST CR5 §24-iS-20I & CR5 24-50-507.The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest whatsoever in theservice or property described in this subgrant award. The Subgrantee Agency has no interest and shall not acquire any interest,direct or indirect, that would conflict in any manner or degree with the performance of Subgrantee Agency's services andSubgrantee Agency shall not employ any person having such known interests.

VENDOR OFFSET. CR5 §24-30-202 (I) & CR5 24-30202.4 fNot applicable to intergovernmental grants]Subject to CR5 24-3O-2O2.4 (3.5), the State Controller ma' withhold payment under the State's vendor offset interceptsystem for debts owed to State agencies for: (a) unpaid child support debts or child support arrearages; (b) unpaidbalance of tax, accrued interest, or other charges specified in CR5 §39-21-1 01, et seq.; (c) unpaid loans due to the StudentLoan Division of the Department of Higher Education; (d) amounts required to be paid to the IinernpJovmentCompensation Fund; and (e) other unpaid debts owing to the State as a result of final agency determination or judicialaction.

FEDERAL FUNDING.This subgrant is subject to and contingent upon die continuing availability of federal funds for the purposes hereof

PUBLJC CONTRACTS FOR' SERVICES. CR5 §8-1 7.5-1 01. {A'ot Applicable to ttgreeinents relating to the offer, issuance,or stile of securities, in vestment adi'isorj' services or fniad management services, sponsored projects, iii tergoi'erniizen (ofagreements, or inforina lion technology services or products and services] The Subgrantee Agency certifies, war-ants, andagrees that it does not knowingly employ or contract with an illegal alien who will perform work under this subgrant and willconfirm the employment eligibility of all employees who are newly hired for emploment in the United States to perform workunder this subarant, through 'participation in the E-Veriñ' Program or the Department program established pursuant to CRS §8-37.5-1 02(5)(c), the Subgrantee Agency shall not knowingly employ or contract with an illegal alien to perform work under thissubarant or enter into a contract with a subcontractor that fails to certi' to the Subgrantee Agency that the subcontractor shallnot knowingly employ or contract with an illegal alien to perform work under this suburant. The Subgrantee Agency (a) shall notuse E-Veri' Program or Department program procedures to undertake pre-employtnent screening ofjob applicants while thissubgrant is being performed, (b) shall nuti' the subcontractor and the contracting State agency within three days if theSubgrantee Agency has actual knowledge that a subcontractor is employing or contracting with an illegal alien for work under

h,.mt ii c,,hnnntrnrtnr does not ston enioloving or contracting with the illegal alien

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must be submitted with the apphcanon

within three days of receiving the notice, and (d) shall comply with reasonable requests made in the course of an investigation.undertaken pursuant to CR5 §8-17.5-102(5), by the Colorado Depa utient of Labor and Enip loyment. lithe Subgrantee Agencyparticipates in the Department program, the Subgrantee Agency shall deliver to the contracting State agency, Institution ofHigher Education or political subdivision a written, notarized affirmation, affirming that the Subgrantee Agency has examinedthe legal work status of such employee, and comply with all of the other requirements of the Department program. If theSubgrantee Agency fails to comply with any requirement of this provision or RS §8-17.5-101 et seq., the. contracting Stateagency, institution of Higher Education or political subdivision may terminate this subgrant for breach and, if so terminated, theSubgrantee Agency shall be liable for damages.

13. PUBLIC CONTRACTS WITH NATURAL PERSONS. CR5 §24-76.5-101. Subgrantee Agency, if a natural person eighteen(18) years of age or older, hereby swears and affinns under enalry of perjury that he or she (a) is a citizen ni otherwise lawftllypresent in the United States pursuant to federal law, (b) shall comply with the provisions of CR5 §24-76.5-101 Ct seq., arid (c)has produced one form of identification required by CR5 §24-76.5-103 prior to the 'effective date of this subgrant.

B. GRANT REQUIREMENTS

FINANCIAL & ADMINISTRATIVE MANAGEMENTa. The Subgrantee assures that fund accounting, auditing, monitoring, evaluation procedures and such records as necessary

will be maintained to assure adequate internal flscal controls, proper fmancial management, efficient disbursement offluids received, and maintenance of required source documentation for all costs incurred. These principles must beapplied for all costs incurred whether charged on a direct or indirect basis.

b. All expenditures must be supported by appropriate source documentation, Only actual, approved. allowableexpenditures will be permitted.

c. The Subgrantee assures that it will comply with the provisions of the current applicable Administrative Guide of theDivision of Criminal Justice which is hereby incorporated by reference. However, such a guide cannot cover everyforeseeable contingency, and the Subgrantee is ultimately responsible for compliance with applicable state and federallaws, rules and regulations.

2. PAYMENT & REPORTINGThe Division of Criminal Justice will pay the Subgrantee the reasonable and allowable costs of performance, inaccordance with current Colorado State Fiscal Rules, not to exceed the amount specified herein as the Total AwardAmount.The Division's requirements for invoice and cost reporting submissions are, contained in the DCJ Form 3 CashRequest ProOedures, and DCJ Form I-A - Subgrant Financial Report, which arc hereby incorporated by reference.

e. The Subgrantee assures that it shall maintain data and information to provide accurate quarterly program and financialreports to the Division. Said reports shall be provided in such form, at such times, and containing such data andinformation as the Division' of Criminal Justice reasonably requires to administer the program.

d. The Subgrantee assures that quarterly financial and narrative reports shall be submitted within 15 days of the,end ofeach calendar quarter and shall be current and actual.

e. The Subgrantee ffirther assures that final financial and narrative reports shall be submitted on the forms provided by theDivision of Criminal Justice within 45 days of the end date of the subgrant.

±1 The Division reserves the right to make and authorize modifications, adjustments, and/or revisions to the Grant Awardfor the purpose of making changes in budget categories, extensions of grant 'award dates, changes in goals andobjectives, and other modifications which do not change the total amount of the Grant Award. The Division'srequirements for such grant adjustments are contained in the procedures for DCJ Forms 4A, 4D, 4C, and 40, which arehereby incorporated by reference.

g. mc Division may withhold payment in the event the Subgrantee fails to comply with conditions and certificationscontained in this grant award.

3. P1OCUREMENT AND CONTRACTSa. The Subgrantee assures that open, competitive procurement procedures will be followed for all purchases under the

grant. All contracts for professional services, of any amount, and equipment purchases over five thousand dollars (peritem, with a useful life of at least one year) must receive pt'ior approval b* the Divisionof Criminal Justice,

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must be submineet with she appt Canon

b. The Subgramee assures that no contract or agreement will be made for execution of project activities or provisioos ofservices (other than purchase of supplies or standard commercial or maintenance services) that is not incorporated in theapproved application or approved in advance by the Division of Criminal Justice.

c. The Subgranree assures that contractors/vendors who assist the Subgrantee to develop specifications requirements,statements of work andlor Requesr For Proposal for a proposed procurement shall be excluded from bidding orsubmitting a proposal to compete for the award of such procurement.

d. The Subgrantee assures that where activities supported by this subgrant produce any discovery or invention, originalcomputer programs, writing, sound recordings, pictorial reproductions, drawing or other graphical representation andworks of any similar nature, the following requirements apply:

The Division of Criminal Justice has the right to use, duplicate and disclose, the above material in whole or inpart in any maruier for any purpose whatsoever and authorize others to do so.If the material or invention is copyrightable, the Suhgraritee may copyright such, but the Division of CriminalJustice reserves a perpetual, royalty-free, non-exclustve and u-reversible license to practice, reproduce, publishand use such materials in whole or in part, and authorize others to do so.When issuing statements, press releases, requests for proposals, bid solicitations, and other publisheddocuments describing projects or programs funded in whole or in part with these grant funds, all Subgranteesmust clearly:

State the percentage of the total cost of the program or project, which will be financed with this grantmoney;State the dollar aniouni thfstate or federal funds for the project or program;Use the phrase-"This project was supported by federal grant issued by the ColoradoDivision of Criminal Justice.''

e. The Subgrantee nay not assign its rights or duties under this gram without the prior \vritten.consent of the Division ofCriminal Justice,

4. AUDIT, RECORD-KEEPING, AND MONITORING/INSPECTIONa: The Subgrantee assures that it will procure an audit or financial review, incorporating this subgrant, by an independent

Certified public Accountant (CPA); licensed to practice in Colorado. If the agency expends more than 5500.000 peryear in combined fedral funds, a Single Audit must be conducted in accordance with 0MB Circular A-)33 (Audits ofStates, Local Goveminents, and non-profit organizations). If the agency expends less than $500,000 per year incombined federal funds, the following policy applies: Agencies with total annual revenue from all sources of $200000or more shall procure a financial audit; a financial review shall not be sufficient to meet this'requirement Agencieswith total annual revenue of less than $200,000 shall procure either a financial review or financial audit.

At such time as the audit or financial review is completed, ONE COPY OF THE REPORT, INCLUDING THECORRESPONDING MANAGEMENT LETTER, MUST BE FORWARDED TO THE DIVISION OFCRIMINAL JUSTICE for clearance. The, audit or financial review incorporating this subgrant must becompleted and received within 12 months of the end of the fiscal years that includes the end date of the grant.The Subgrantee accepts responsibility for the costs of a financial program audit to be performed by theDepartment of Public Safety to the event that the audit report or financial review:

does not meet the applicable A-133 or DC] standards;is not submitted in a timely manner; or,does not provide an audit response plan with corresponding corrections made sufficient to satis' anyaudit findings.

The Subgrantee assures that:I. It will retain all project records, as will facilitate an effective audit, for seven years after the end of the state

fiscal year that includes the end date of the grant. (For example if the grant ended 9/30/2001,' the state FYwould be July 1,2001-June 30, 2002. The files could be destroyed after 6/30/2009); except,'

ii. If an audit is in progress and/or the findings of a completed audit have not been resolved satisfactorily, then'records must be retained beyond the seven-year period until such issues are resolved.

The Subgrantee assures that it will keen. copies of all documents, correspondence, ond required receipts related to thissubarant in a separate file bearing the project title and grant number.The Division may periodically request submission of supporting financial and programmatic documentationsubcontracts, general and sub-ledgers for the purpose of monitoring compliance with the grant award via desk review,or in preparation for an on-site monitortng visit. Routine or special on-site visits may be conducted at the subgrantagency, and at the location of any collaborating entities, for the same purpose. Subgrantees will be notified in advanceof any on-site monitoring visit.The Subgrantee assures that the Division 0f Criminal Justice, Colorado Depatzn2ent of Public Safety, shall have access

Special Provisions and Certified AssurancesSpecial Provisions & Cenified Assurances must be submitted with the applicano

to relevant books and records of subcontractors of the Subarantee, It is the responsibility of the Subgrantee to notifyany of its project collaborators and subcontractors of these provisions.

f. The Subgrantee assures that signatories of the apphcation and subgrant award and personnel employed through thissubgranr will appear when requested at any administrative hearing, monitoring site visit, conference or meetingconducted by the Division of Criminal Justice.

S. TERMINATJON or REDUCTION [N GRANT AWARDThe Division will monitor the performance of the Subgrantee against goals and performance standards required herein. TheDivision will provide reasonable technical assistance to the Subgrantee concerning project goals, performance standards andsubgrant requirements; however, substandard performance as determined by the Division will constitute noncompliance with thisgiant award. Substandard performance may result in termination or reduction of grant award as follows:

a. Reduction In Grant Award Amount for CauseThe Division may reduce the total Statement of Grant Award amount for cause, without compensation forreduction costs.If the state reduces the grant amount for cause, it will first give ten (10) days written notice to the Subgyantee,stating the reasons for reduction, steps taken to correct the problems, and the date the subgrant award amountwill be reduced in the event problems have not been corrected to the satisfaction of the Division.In the event this grant is reduced for cause, the Division will only rehnburse the Subgrantee for acceptablework or deliverables received up to the date of reduction.In the event this grant is reduced for cause, final payment to the Subgrantee may be withheld at the discretionof the Division until completion of final Division review.

b. Termination for Convenience:Either party may tenninate the grant with thit days written notice of intent to cancel or terminate.The grant may be terminated by the Division ifit is in the best interest of the state of Colorado to terminate thegrant.If the grant is tenninated for convenience by either the Subgrantee or the state, the Subarantee shall be paid thenecessaty and allowable costs incurred through the date of termination, but not exceeding a prorated amountbased on the number of days of project operation prior to the date of termination.

c. Tennination for Cause:The Division may terminate the grant for cause without compensation for termination costs.If the state terminates the grant for cause, it will first give ten (10) days written notice to the Subgrantee,stating the reasons for termination, steps taken to correct the problems, and the date the suborant will beterminated in the event problems have not been corrected to the satisfaction of the Division.In the event this grant is tenninated for cause, the Division will only reimburse the Subgrantee for acceptablework hr deliverables received up to the date oftennination.In the event this grant is terminated for cause, final payment to the Subgrantee may be withheld at thediscretion of the Division until completion of final Division review'.

d. Any equipment purchased under this grant would revert, at the option of the Division, to the Division of CriminalJustice upon termination of the grant for any of the above reasons.

ORDER OF PRECEDENCEAny inconsistency or conflict in this grant shall be resolved by giving precedence in the following order: (a) Special Provisionsand Certified Assurances, (b) Statement of Grant Award; and, (c) the final approved Subgranl Application.

DISPUTE RESOLUTION (THIS PROVISION APPLIES ONLY TO INTERAGENCY AGREEMENTS):Any failur of either party to perfon'n in accordance with the terms of tins agreement shall constitute a breach of the agreentent,Any dispute concerning the performance of this agreement which cannot be resolved at the divisional level shall be referred tosuperior departmental management staff designated by each departmeot. Failing resolution at that level, disputes shall bepresented to the executive directors of each department for resolution. Failing resolution by the executive directors, the disputeshall be submitted in writing by both parties to the State Controller, whose decision on die dispute will be final.

C. FEDERAL CERTIFIED ASSURANCESI. FEDERAL PUBLIC POLICY ASSURANCES

a. The Subgrantee hereby agrees that it will comply, and all of its contractors will comply with the applicable provisions

Special Provisions and Certified Assurance.sSpecial Provisions & Certified Assurances must be submitted with the application

I. Title I of the Omnibus Crime Control and Safe Streets Act of 1968, as amended;The Juvenile Justice and Delinquency Prevention Act and/or the Victims of Crime Act, as appropriate;A]] other applicable Federal laws, orders, circulars, regulations or guidelines.

b. The Subgrantee agency hereby agrees that it will comply, and all of its contractors wil comply with the provisions of2SCFR applicable to grants and cooperative agreements including:

Part IS, Administrative Review Procedure;Part 22, Confidentiality of Identifiable Research and Statistical Information;Part 23, Criminal Intelligence Systems Operating Policies;

iv, Part 30, Intergovernmental Review of Department of JusticePrograms and Activities;Pan 35, Nondiscrimination on the Basis of Disability in State and Local Government Services;Part, 38. Equal Treatment for Faith Based Organizations;Pan 42 Nondiscrimination/Equal Employment Opportunity Policies and Procedure;Part 61 Procedures of Implementing the National Environmental Policy Act;Part 63 Floodplain Management and Wetland Protection Procedures; and,Federal Laws or regulations applicable to Federal Assistance.Progrants.

c. Grantee agrees to comply with the requirements of 28 C. F. R. Part 46 and all Office of Justice Programs policies andprocedures regarding the protection of human research subjects, including obtainment of Institutional Review Boardapproval, if appropriate. and subject informed consent.

d. Grant agrees to comply with all confidentialit requirements of 42 U. S. C. section 3789g and C. F'. R. Part 22 that areapplicable to collection, use, and revelation of data or infonnation. Grantee further aarees, as a condition of ct-antapproval, to submit a Privacy Certificate that is in accord with requirements of 28 C. F. R. Part 22 and, in particular,section 22.23.

FINANCIAL & ADMINISTRATIVE MANAGEMENTa. Subgrantee assures that it will comply with appropriate federal cost principles and administrative requirements

applicable to grants as follows:i. For state, local or Indian tribal government entities;

2 CFR Pan 225. Cost Principles for Stai Local & Indian Tribal Governments (codified at 28 CERPart 66, by reference ana formerfv known as 0MB Circular A-87_)0MB Circular A-I 02, Common RuleUniform Administrative Requirements far Giants andCooperative Agreements to State and Local Governments28 CFR 66, Uniform Administrative Requirements for Grants and Cooperative Agreements to Stateand Local Governments

ii. For non-profit organizations;2 CFR Pail 230, Cost Principles for Won-Profit Org WilzotiO!7S(/Ori)2erly knojsvt as 0MB Circular A-I222 CFR Part 215, Uniform Administrative Requirements for Grants andAgreements with Ji7StYtutioi?s ofHigher Education, Hospitals and Oilier Nonprofit Organizations (cod(fied at 28 CFR Part 70 andformerly knoii'n as 0MB Circular A-ho,)28 CFR 70, Unf/orn Administrative Requirements for Grants and Cooperative Agreements 14/tbInstitutions of Hi,hei' Education, Hospitals, and other Non-Profit 'Organizations

iii. For colleges and universities;a) 2 CFR Part 220, Cost Principles for Educational Institutions (codiped at 28 CER Part 66, by

reference andformerly known as 0MB CircularA-21)b,) 2 CFR Pail 2J 5, Uniform Administrative Requirements for Grants andAgi'eements with Instil u/ions of

Higher Edi.,cotion, Hospitols and Oilier Nonprofit Organizatious'cod flied at 28 CER Part 70 andformerly knoii'n as 0MB Circular A-I/O.)

a,) 28 CFR 70, Uniform Administrative Requirements for Grants and Cooperative Agreaments iiithInst itujions of 1-lighem' Education, Hospitals, and other Non-Profit Organizations

iv. For each agency spending niore than $500,000 per year in federal ftinds from all sources;a) 0MB Circular A-IS], Audits of Stat as, Local Governments and Nonprofit Organizations

b. The Subgiantee assures that it will comply with the provisions of the U.S. Department of Justice, Office of the ChiefFinancial Officer, Offlce of Justice Programs Financial Guide for Grants, cuntnt edition. (For practical purposes, therequirements pertinent to the management of these flinds have been extracted from the above documents and arecontained in the cuirent applicable Administrative Guide of the Division of Criminal Justice, which is herebyincorporated by reference. However, such a guide cannot cover every foreseeable contingency, and the Subgrantee isultimately responsible for compliance with applicable state and federal laws, rules and regulations.)

Special Provisions and Certified AssurancesSpecial Provi ii am & Certi tied Assurances must be su bni mcd with Eli appi I cation

3. NON-SUPPLANTING OF FUNDS (Governmental Agencies Onlj)a. The Subgrantee certifies that any required matching fi.inds used to pay the non-federal portion of the cost of this

subgrant are in addition to funds that would have otherwise been made avai]able for the purposes of this project.

b. The Subgrantee certifies that federal finids made available under this grant:Will not be used to supplant state or local funds.Where there is a reduced or unchanged ocal investment, then the Subgrantee Agency shall give a writtenexplanation demonstrating that the Subgrantee Agency's reduced or unchanged commitment would have beennecessitated e\/en if federal financial support under this federal grant program had not been made available.

4. PROHIBITIONS ON LOBBYING WITH FEDERAL FUNDS (Subgrantees receiving $100,000 or inUre in total federalfunds per near. See 28 CER Part 69.)The prospective Subgrantee certifies, by submission of this proposal, that:

a. No federal funds received through this subgrant will be paid to any person for influencing cr attempting io influence anofficer or employee of any agency, a member of Congress, an officer or employee of Congress, or an eniplovee of amember of Congress in connection with the making of any federal grant, the entering into of any cooperativeagreement, and the extension, continuation, renewal, amendment, or modification of any federal grant or cooperativeaareement; and,

h. If any funds other than funds through this subgrant will be paid to any person for influencing or attempting to influencean officer or employee of any agency. a member of Congress, an officer or eniplovee of Congress, or an employee ofamember of Conaress in connection with this subgrant, the prospective Suberantee shall complete and submit StandardForm-LLL, 'Disclosure of Lobbying Activities."

5. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, rNEUGTBJLITY AND VOLUNTARY EXCLUSION(Suhgrantees recevng $100,000 o; more in totalfederolfunds per year See, 28 CFR Part 67.)The prospective Subgrantee certifies, by submission of this proposal, that neither it nor its principals, subcontractors or suppliers:

a. Are presently debarred, suspended, proposed for debarment, declared inehgible. sentenced to a denial of Federalbenefits by a State or Federal court, or voluntarily excluded from participation in this transaction by any Federaldepartment or agency;

b, Have not within a three-year period preceding this application been convicted of or had a civil judgment renderedagainst them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, orperforming a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal orState antitrust statutes or commission of embezzlement, theft; forgery, bribery, falsification or destruction of records.making false statements, or receiving stolen property;

c. Are not presently indicted for or otherwise criniina]ly or civilly charged by a governmental entity (Federal, Stare, orlocal) with commission of any of the offenses enumerated in paragraph (5)(b) of this certification; and

d, Have nor within a three-year period preceding this application had one or more public transactions (Federal, State, orlocal) tenninated for cause or default; and

e. Where the prospective subgrantee is unable to ceiti' to any of the statements in this certification, he or she shall attachan explanation to this application.

6. CERTIFICATION REGARDING DRUG FREE WORKPLACE 'See, 28 CFR Port 67, Subpart F.)The prospective Subgrantee certifies, by submission of this proposal, thai it will comply with the Drug Free Workplace Act of1988, as implemented at 28 CFR Part 67, Subpart F.

7. CIVIL RIGHTS COMPLIANCE (See, 28 GEAR Part 12.)a. Upon award, each Subgrantee will be provided DCI's Form 30, entitled 'Certification of Compliance with Regulations

Regarding Federal Civil Rights Requirements and Equal Employment Opportunity Plans (EBOP), and will be requiredto do the following:

The Project Director must submit the form to the Subgranree Agency's Authorized Official for this grant;The Authorized Official must review the forni in conjunction with subgrant agency personnel responsible forreporting civil rights findings of discrimination;The Authorized Official must accurately complete die required information and provide all informationrequested;The Authorized Official must provide an original signature on the form as indicated; and,The DCJ 30 Form with original signature must be returned to the Division with the Statement of Grant Award(Qflfl A\

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must he submined with the applicanon

b. Any subgrant agency findings of discrimination must be reported to the Division of Criminal Justice within 45 days ofreceipt of this grant award, and to the Office for Civil Rights. Office of Justice Programs, U.S. Department of.lustice.

8. NON-DISCRIMINATIONThe following federal non-discrimination cites apply in particular: the nondiscrimination requirements of the Omnibus CrimeControl and Safe Streets Act of 1968, as amended; Title VI of the Civil Rights Act of 1964; Section 504 of the Rehabilitation Actof 973, as amended; Subtitle A, Title If of the Americans with Disabilities Act of 1990, 42 u.s.c. 12101, eL seq. andDepartment of Justice Regulations on Disability Discrimination, 28 CFR Part 35 and Part 39; Title JX of the EducationAmendments of 1972; the Age Discrimination Act of 1975; the Department of Justice Nondiscrimination Regulations 28 CFRPart 42, Subparts C, D, E, and C; and Executive Order 11246, as amended by Executive Order 11375, and their implementingregulations, 4! CEll. Part 60.) CL seq., as applicable to construction contracts.

9. NATIONAL ENVJRONMENTAL POLICY ACT (NEPA). AND NATIONAL HiSTORIC PRESERVATION ACT(NHPA) COMPLIANCE (42 USC §432]-4370 and ]6 USC §470,)

The Subgrantee agrees to assist the Division of Criminal Justice and the Office of Justice Programs. U.S. Department ofJustice, in complying with the National Environmental Policy .Act, the National Historic Preservation Act (NHPA) andother relaied federal environmental impact analyses requirements in the use of these grant finds either directly by theSuberantee or by a subcontractor. As long as the.activtty needs to be undertaken in order to use these grant funds, thisNEPA requirement first must be met whether or not the activities listed below are being snecifically funded with thesegrant finds. The activities covered by this special condition are:New construction;Minor renovation or remodeling of a property either listed on or eligible for listing nn the National Register of HistoricPlaces, or located within a 100-year flood plain;

ft Renovation, lease or any other proposed use of a building or facility that will either result in a change in its basic prioruse, or significantly change its size.

e. Implementation of a new program involving the use of chemicals other than chemicals that are either purchased as anincidental component of a ftnded activity and traditionally used, for example, in office, household, recreational oreducational environments,

10. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (This provision applies only to entities thatprovide medical care and treatment)The Subgrantee acknowledges that it is a covered health care provider udder the Health Inturance Portability and AccountabilityAct, 42 U.S.C. 1320d-l320d-8, and its implementing regulations and agrees to comply with the requirements of HrPAAconcerning an uses and disclosures of protected health information.

JJ. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (Government Entities Only)The prospective subgrantee certifies, by submission of this proposal, that it will comply with the requirements of the UniformRelocation Assistance and Real Property Acquisitions Act of 1970, which govern the treatment of persons displaced as a resultof federal and federally-assisted programs.

12. Political Activity of Certain State and Local Employees (5 U.S.C. § 1501-08 and § 7324-28 applies to GovernmentEntities Only)The prospective subgrantee certifies, by submission of this proposal, that it will comply with requirements of5 U.S.C. § 1501-08 add § 7324-28, which limit certain political activities of State and local doveninient employees whose principal employmentis in connection with an activity financed in whole or part by federal assistance.

13. REPORTING FRAUD, WASTE, ERROR AND ABUSEEach Subgrantee Agency must promptly refer to the Department of Justice, Office of the Inspector General any credibleevidence thai a principal, employee, agent, contractor, subgrantee, subcontractor, or other person has either I) submitted a falseclaim for giant finds under the False Claims Act; or 2) coinniined a criminal or civil violation of laws pertaining to fraud,conflict of inretest, bribery, gratuity, or similar misconduct involving grant funds. Potential fraud, waste, abuse, or misconductshould be reported to the U.S. Department of Justice, Office of the Inspector General (GIG) by:

mail: Office of the Inspector General U.S. Department of Justice Investigations Division 950 PennsylvaniaAvenue, NW. Room 4706 Washington, DC 20530;email: oie.hotliiietWusdoi.cov;hotline: (contact information in English and Spanish): (800) 869-4499; orhotline fax: (202) 616-9881,

14. The recipient shall submit to the Division of Criminal Justice, who will then forward to the Bureau of Justice Assistance, one- -- R nfl Revised Dec.2011

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must be submitted with the appticauon

copy of all reports and proposed publications resulting from this agreement thirn' (30) days prior to public release. Any written,visual, or audio publications: with the exception of prdss releases, whether published at the grantee's or government's expense,shall contain the following statement:

"This project was supported ki' Grant Plo. 2004-DB-BX-0033 awarded b) the Bureau of Justice Assistance. The Bureau ofJustice .4 ssist once isa component of the Office of Justice Programs, which ti/so includes the Bureau of Justice Statistics, theNational Institute of Justice, the Office of Juvenile Justice and Dc/in quenc)' Prevention, and the Office of Victims of Crime.Points of vie;.' or opinions in this document are those of (he author and do not represent the official position or policies oft/icUnited Slates Department of Justice."

D. GENERAL PROVISIONS

INDEMNIFICATION. Not applicable to State Agencies or Higher EducationTo the extent authorized by law, the Subgrantee Agency shall indemnify. save, and hold harmless the State its eniplovees and

agents. against any and all claims. damases, liabilioy and court awards including costs, expenses, and attorney fees and relatedcosts incurred as a result of any act or omission by the Suhgrantee Agency, or its employees agents. subcontractors, orassignees pursuant to the terms of this subgrant award.

FOR GRANTS TO STATE AGENCIES AND HIGHER EDUCATION ONLY:A self-insured, Subgrantee state Agency agrees that its Self-Insurance Program shall BE RESPONSIBLE FOR any and all

claims, damages, liabiliry and court awards, including costs: expenses, and attorney fees and related costs, incurred as a result ofany act or omission by the Subgrantee Agency. or its employees, agents, subcontractors, or assignees pursuant to the terms ofthis subgrant award.

STATEWIDE CONTRACT MANAGEMENT SYSTEM[This section shall app!)' when the Effect ftc Date is on or after July ', 2009 and the y?tca's)nunt ainonnt prn'oble to. Svbgronreehereunder is 5100,000 or higher]By entering into this subgrant. Subgrantee agrees to be governed, and to abide, by the provisions of CR5 §24-1 02-205. §24-] 02-206, §24-103-601, §24-103.5-101 and §24-105-102 concerning the monitoring of vendor perfonnance on state contracts andinclusion of contract performance information in a statewide contract management system.

Subgrantee performance shall be evaluated, in accordance with the terms and conditions of this subgrant, State law, includingCR5 §24-203.5-101, and State Fiscal Rules, Policies and Guidance. Evaluation of Sub ranree's performance shall be part of thenormal contract adminisnurion process and Subgrantee's performance will be svstematscall3' recorded in die statewide ContractManagement System. Areas of review shall include, but shall not be limited to qualm', cost and timeliness Collection ofinformation relevant to the perfonnance of Subgrantee's obligations under dirt subgrant shall be determined by the specificrequirements of such obligations and shall include factors tailored to snatch the requirements of the Project Plan of this subgrant,Such performance information shall be entered into the statewide Contract Management System at intervals estalil ished in theProject Plan and a final review and rating shall be rendered within 30 days of the end of the Subgrant term, Subgrantee shall benotified following each performance and shall address or correct any identified problem in a timely ntan.nei and niaintain workprogress.

Should the final performance evaluation determine that the Subgraittee demonstrated a gross failure to meet the performancemeasures established under th Project Han, the Executive Director of the Colorado . Department of Personnel andAdministration (Executive Director), upon request by the Colorado Division of Criminal Justice, and showing of good cause,may debar Subgrantee and prohibit Subgrantee front bidding on future contracts, Subgrantee may contest the final evaluation andresult by: (i) filing rebuttal statements, which may result in either removal or correction of the evaluation (CR5 §24-105-102(6)),or (ii) under CR5 §24-105-102(6), exercising the debarment protest and appeal rights provided in CRS §24-1 09-1 06, 107, 201or 202, which may result in the reversal of the debarment and reinstatement of Subgrantee, by the Executive Director, uponshowing of good cause,

3. The Subgrantee Agency shall comply with all applicable revisions or additional requirements that may be imposed by law andany future state and federal guidance including clarifications of requirements. Any revisions to such provisions or regulationsshall automatically become a part of these Special Provisions and Certified Assurances, without the necessity of either parry

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Speciai Provisions and Cerrifled AssurancesSpecial Provisions & Cecifled Assurances must be submitted with the application

executinc any fisrther instrument. The State of Colorado may provide written notification to the Subaranree Agency of suchrevisions but such Dotice shall not be a condition precedent to the effectiveness of sucb revisions.

4. CORA DisclosureTa th extent nat prohibited by federal law, this ubgranr and the performance measures and standards under CR5 §24-103.5-101, if any, are subject to public release through the Colorado Open Records Act, CR5 §24-72-101, at seq.

Papa tO of 15 Revised Dec. 2011

Special Provisions and Certilied AssurancesSpecial Provisions & Cenified Assurmi ces must be submitted with the app] i call on

State of ColoradoSupplemental Provisions for

Federal]y Funded Contracts, Grants, and Purchase OrdersSubject to

The Federal Funding Accountability and Transparency Act of 2006 (FFATA), AsAmended

As of 10-15-10

The contract, grant, or purchase order to which these Supplemental Provisions are attached has beenfUnded, in whale or in part, with an Award of Federal funds. In the event of a conflict between theprovisions of these Supplemental Provisions, the Special Provisions, the contract or any attachments orexhibits incorporated into and made a part of the contract, the provisions of these SUpplementalProvisions shall control.

1. DefInitions, For the purposes of these Supplemental Provisions, the following terms shall have themeanings ascribed to them below.

1.1, "Award" means an award of Federal financial assistance that a non-Federal Entity receives oradministers in the form of:

1.1.1. Grants;1.1.2. Contracts;1.1.3. Cooperative am-cements, which do nor include cooperative research anddevelopment agreements (CRDA) pursuant to the Federal Technology Transfer Actof 1986, as amended (15 U.S.C. 371 0);1.1,4. Loans;1.1.5. Loan Guarantees;1.1.6, Subsidies;1.1.7, Insurance;1.1.8. Food commodities;1,1.9. Direct appropriations;1.1.10. Assessed and voluntary contributions; and1.1.11. Other financial assistance transactions that authorize the expenditure of Federalfunds by non-Federal Entities.Award does nor include:1.1.12. Technical assistance, which provides services in lieu of money;1.1.13. A transfer of title to Federally-owned property provided in lieu of money; even if.theaward is called a grant;1.1.14. Any award classified for security purposes; or1.1.15. Any award funded in whole or in part with Recovery funds, as defined in section1512 of the American Recovery and Reinvestment Act (AREA) of 2009 (Public Law111-5).

1.2. "Central Contractor Registration (CCR)" means the Federal repository into which an Entitymust enter the information required under the Transparency Act, which ma be found athnp:Ilwww. bpn.gnv/ccr.1.3. "Contract" means the contract to which these Supplemental Provisions are attached and

-includes all Award tpes in §LLI through 1.1.11 above.1.4. "Contractor" means the party or parties to a Contract funded, in whole or in part, with Federalfinancial assistance, other than the Prime Recipient, and includes grantees, subai'antees,Subrecipients, and bon'owers. For purposes of Transparency Act reporting, Contractor doesnot include Vendors,1.5. "Data Universal Numbering System (DUNS) Number"means the nine-digit numberestablished and assigned by Dun and Bradstreet, inc. to uniquely identify a business entity.Dun and Bradstreet's website may be found at: hrtp://fedgov.dnb.cornlwebfonn.1.6. "Entity" means all of the following as defined at 2 CFR part 25, subpart C;

1.6.1. A governmental organization, which is-a State, local government, or Indian Tribe;1.6,2. A foreign public entity;1.6.3. A domestic or foreign non-profit organization;

Parijflp4 4 cc,irnrec Pase II of IS Revised Dcc. 2011

Special Provisions and Certified AssurancesSpecial Provisions & Certified Assurances must be submitted with thc application

1.6.4. A domestic or foreign for-profit organization; and1.6.5. A Federal agency, but only a Subrecipient under an Award or Subaward to a non-Federal entity.

1.7. "Executive" means an officer, managing partner or any other employee in a managementposition.1.8. "Federal Award Identification Number (FAIN)" means an Award number assigned by aFederal agency to a Prime Recipient.'1.9. "FFATA" means the Federal Funding Accountability and Transparency Act of 2006 (PublicLaw 109-282). as amended by §6202 of Public Law 110-252. FFATA, as amended, also isreferred to as the 'Transparency Act."1.20. "Prime Recipient" tueans a Colorado State agency or institution of higher education thatreceives an Award.1.11. "Subaward" means a legal instrument pursuant to which a Prime Recipient of Award ftndsawards all or a portion of such finds to a Subrecipient, in exchange for the Subrecipient'ssupport in the performance of allot any portion of the substantive projeci or program for whtcbthe Award was granted.1.12. "Subrecipient" means a non-Federal Entity (or a Federal agency under an Award orSubaward to a non-Federal Entity) receiving Federal funds through a Prime Recipient tosupport the perfonnance of the Federal project or program for which the Federal finds wereawarded. A Subrecipient is subject to the terms and conditions of the Federal .Award to thePrime Recipient, includina program compliance requirements. The term "Subrecipient" includesand may be refuTed to as Subarantee.1.13. "Subrecipient Parent DUNS Number" means the subrecipient parent organization's 9-digitData Universal Numbering System (DUNS) number that appears in the subrecipient's CentralContractor Registration (CCR) profile, if applicable.1.14. "Supplemental Provisions" means these Supplemental Provisions for Federally FundedContracts, Grants, and Purchase Orders subject to the Federal Funding Accountability andTransparency Act of 2006. As Amended, as tray be revised pursuant to ongoing gvidarce'ftomthe relevant Federal or State of Colorado agency or institution of higher education,1.15, "Total Compensation" means the cash and noncash dollar value eamed by an Executiveduring the Prime Recipient's or Subrecipient's preceding fiscal year and includes the following:

1.1 5.1. Salary and bonus;1.15,2. Awards of stock, stock options, and stuck appreciation rights, using the dollaramount recognized for financial statement reporting purposes with respect to thefiscal year in accordance with the Statement of Financial Accounting Standards No.123 (Revised 2005) (FAS 123R), Shared Based Payments;1.15.3. Earnings for services under non-equity incentive plans, not including group life,health, hospitalization or ijiedi cal reimbursement plans that do not discriminate infavor of Executives and are available generally to all salaried employees;1.25.4. Change in present value of defined benefit and actuarial pension plans;1.15.5. Above-market earnings on deferred compensation which is not tax-qualified;1.15.6. Other compensation, if the aggregate value of all such other compensation (e.g.severance, termination payments, value of life insurance paid on behalf of theemployee, perquisites or property) for the Executive exceeds 510,000.

1.16. "Transparency Act" means the Federal Funding Accountability and Transparency Act of2006(Public Law 109-282), as amended by §6202 of Public Law 110-252. The Transparency Act

also is referred to as FFATA..1 7 ''Vendor" means a dealer, disn'ibutor, merchant or other seller providing property or services

required fora project or program funded by an Award ..A Vendor is nol a Prime Recipient or aSubrec ipieni and is not subject to the terms and conditions of the Fed era] award. Frogramcompliance requirements do not pass through to a Vendor.

2. Compliance. Contractor shall comply with all applicable provisions of the Transparency Ad and theregulations issued pursuant thereto, including but not limited to these Supplemental Provisions. Anyrevisions to such provisions or regulations shall automatically become a part of these SupplementalProvisions, without the necessity of either party executing any thither instrument, The Slate ofColorado may provide written notification to Contractor of such revisions, but such notice shall not bea condition precedent to the effectiveness of such revisions.

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Special Provisions and Cenifled AssurancesSpccial Pray s ions & Certified AtSUrWCeS must be su bmirted with it] app] joanna

Central Contractor Registration (CCR) and Data Universal Numbering System (DONS)Requirements.

3.1. CCR. Contractor shall maintain the currency of its information in the OCR until the Contractorsubmits the final financial report required under the Award or receives final payment, whicheveris later, Contractor shall review and update the CCR information at least annually after theinitial registration, and more frequently if required by changes in its informanon.3.2. DONS. Contractor shall provide its DIJNS number to its Prime Recipient, and shall updateContractor's information in Duo & Bradstreet, Inc. a] least annually after the initial registration,and more frequently if required by changes in Contractor's information.

Total Compensation. Contractor shall include Total Compensation in CCR for each of its five mosthighly compensated Executives for the preceding fiscal year if:

4.1. The total Federal funding authorized to date under the Award is £25,000 or more; and4.2. In the preceding fiscal year, Contractor received:

4.2.1. 80% or more of its annual gross revenues from Federal procurement contracts andsubcontraots and/or Federal financial assistance Awards or Subawards subject tothe Transparency Act; and4.2.2. 825,000.000 or more in annual gross revenues from Federal procurementcontracts and subcontracts and/or Federal financial assistance Awards orSubawards subject to the Transparency Act; and

4.3. The public does not have access to information about the compensation of such Executivesthroush periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Actof1934 (15 USC. 7Sni(a), 780(d) or § 6104 of the Intemal Revenue Code nfl 986.

Reporting. Contractor shall report data elements to CCR and to the Prime Recipient as required in§7 below if Contractor is a Subrecipient for the Award pursuant to the Transparency Act, No directpayment shall be made to Contractor for providing any reports required under these SupplementalProvisions and the cost of producing such reports shall be included in the Contract price. Thereportisia requirements in §7 below are based on guidance from the US Office of Management andBudget (0MB), and as such are subject to change at any time by Ol\1B. Any such changes shall beautomatically incorporated into this Contract and shall become part of Contractor's obligations underthis Contract, as provided in §2 above. The Colorado Office of the State Controller will providesummaries of revised 0MB reporting requirements ar hnp://w'ww.co)orado.nov/dpa/dftlsco/FFATA.hrm.

Effective Date and Dollar Threshold for Reporting. The effective date of these supplementalprovisions apply to new Awards as of October 1.2010. Reporting requirements in §7 below apply tonew Awards as of October 1,2010, ifthe initial award is 825,000 or more. If the initial Award is below$25,000 but subsequent Award modifications result in a total Award of £25,000 or more, the Award issubject to the reporting requirements as of the date the Award exceeds £25,000. If the initial Awardis $25,000 or more, but funding is subsequently de-obliaated such that the total award amount fallsbelow' £25,000, the Award shall continue to be subject to the reporting requirements.

Subrecipieot Reporting Requirements. If Contractor is a Subrecipient, Contractor, shall report asset forth below.

7.1 To CCR. A Subrecipient shall register in CCR and report the following data elements in OCRfor cock Federal Award Identification Number no later than the end of the month following themonth in which the Subaward was made:

7.1.1 Subreciient DONS Number;7.1.2 Subrecipient DUNS Number + 4 ifinoi'e than one electronic funds transfer (EFTaccount;7.1.3 Subt'ecipient Parent DONS Number;7.1.4 Subrecipients address, including: Street Address. City, State, Country, Zip + 4;andCongressional Diso'ict;7.1.5 Subrecipient's topS most highly compensated Executives if the criteria in §4 aboveare met; and7.1.6 Subrecipient's Total Compensation of topS most highly compensated Executives ifcriteria in §4 above net.

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Special Provisions and Certifed AssurancesSpecial Provisions & Certified Assurances most br so bit med 'vi th the app] cation

P7.2 To Prime Recipient. A Subrecipient shall report to its Prime Recipient, upon the effective dateof the Contract, the following data elements:

7.2.1 Subrecipient's DUNS Number as registered in CCR.7.2.2 Primary Place of Performance Information, including: Street Address, City, State,Country, Zip code + 4, and Congressional District.

Exemptions.8.1. These Supplemental Provisions do not apply to an individual who receives an Award as anatural person, unrelated to any business or non-profit organization he or she may own oroperate in his or her name.8.2 A Contractor with gross income from all sources of less than £300,000 in the previous tax yearis exempt from the requirements to report Subawards and the Total Compensation of its mosthighly compensated Executives.8.3 Effective October 1, 2010, 'Award" currently means a grant, cooperative agreement, or otherarrangement as defined in Section 1.1 of these Specia] Provisions. On future dates "Award"may include other items to be specified by 0MB in policy memoranda available at the 0MBWeb site; Award also will include other types of Awards subject to the Transparency Act.8.4 There are no Transparency Act reporting requirements for Vendors.

Event of Default. Failure to comply with these Supplemental Provisions shall constitute an event ofdefault under the Contract and the State of Colorado may terminate the Contract upon 30 days priorwritten notice if the default remains uncured five calendar days fo)lowins the tennination of the $0 daynotice period. This remedy will be in addition to any other remedy available to the State of Coloradounder the Contract, at law or in equity.

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Special Provisiorta ad Certified AssurancesSpecial Provisions & Ceni lied .Assurajiees musl be suhmiued with the app] i canon

SIGNATURE PAGE ->..>-> TO BE CO?'HLETED BY ALL APPLICANTS(ORIGINAL SIGMA TURES REQUIRED - Please sign in BLUE ink, See instructions for description of proper signatories,)

The Subgrantee and responsible signatories certif' by signing that they have read the Application including the Special Provisions and CenifiedAssurances, and are fully cognizant of their duties end responsibilities for this prolect. The Subgrantee understands and agrees thai any subgrant awardreceived as a result of this application shall incorporate by reference the information contained herein. Responsibility for narrative and fiscal reportingrequirements are delegated to the designated Project Director who will sign all such reports. This delegation is for purooses of reporting to the Divisionand for operational ease, and in oo way limits the authority and responsibility of the Authorized Official: In accordance with the Colorado RevisedStatutes 24-72-202,6, information supplied in this application is considered a public record.

AUTHORIZED OFFICIALName

Position

AgencY

Mailing Address

City, State, Zip

Telephone

Fat

E-mail Address

Signature.

Date

FINANCIAL OFFICERName

Position

Agecy

Mailing Address

City, State, Zip

Telephone #

Fax#

E-mail Address

Signature ., :. .. .. Date

PROJILCT DIRECTORName

Position

Agency

Mailing Address

City, State, Zip

Telephone

Fa%#

E-mail Address

Signature Date

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