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HomeMy WebLinkAbout2024-099-08/20/2024-AUTHORIZING THE CITY MANAGER TO ENTER INTO A GRANT AGREEMENT WITH THE STATE OF COLORADO REGARDING THRESOLUTION 2024-099 OF THE COUNCIL OF THE CITY OF FORT COLLINS AUTHORIZING THE CITY MANAGER TO ENTER INTO A GRANT AGREEMENT WITH THE STATE OF COLORADO REGARDING THE POUDRE WATER SUPPLY INFRASTRUCTURE WILDFIRE READY ACTION PLAN A.The City owns and operates a water utility that provides water service to customers within its water service area.The Cache Ia Poudre River provides a key source of water for the City and its water utility.Water in the Cache Ia Poudre River originates in various watersheds,including several watersheds near Cameron Pass, namely the Joe Wright Creek Watershed,Peterson Lake Watershed,and Upper Michigan River Watershed (collectively,‘Watersheds”). B.The Cache Ia Poudre River and these Watersheds also provide key sources of water for the City of Greeley (“Greeley”)and the Water Supply and Storage Company (‘WSSC”). C.Water supplies and infrastructure in the Watersheds face various challenges,including risks associated with wildfires.Protecting water supplies and infrastructure within the Watersheds is a high priority for the City,Greeley,and WSSC to, among other things,ensure all current and future water demands are met,and to continue providing their communities,customers,and shareholders with reliable,safe,and high- quality water. D.The State of Colorado,through the Colorado Water Conservation Board (“CWCB”),has a program to assist in the development of wildfire ready watershed action plans,including via grant funding.Such plans are generally intended to help stakeholders develop actionable plans to address the impacts from wildfires through actions that may be taken both before and after wildfires. E.The City,Greeley,and WSSC desire to develop a wildfire ready watershed action plan for the Watersheds (“Plan”).Accordingly,pursuant to Resolution 2024-066, they have entered into the Agreement Regarding a Wildfire Ready Watershed Action Plan for the Joe Wright Creek,Peterson Lake,and Upper Michigan River Watersheds,dated May21,2024,the purpose of which is to coordinate their joint efforts related to developing the Plan,including funding a consultant to assist with the development of the Plan. F.The City has been awarded $209,688 from the State of Colorado,acting through the Colorado Water Conservation Board and its Wildfire Ready Watershed Grant Program to develop the Plan.The proposed grant agreement is attached as Exhibit “A” (“Agreement”). G.As presented in the Budget,Exhibit C,to the Agreement,the City is required to contribute in matching funds to accept the grant.The appropriation for said grant is addressed in Ordinance No.121,2024. In light of the foregoing recitals,which the Council hereby makes and adopts as determinations and findings,BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS that,contingent upon final adoption of Ordinance No.121,2024,and it going into effect,the City Manager is hereby authorized to execute an Agreement substantially in the form of Exhibit “A”,with such additional terms and conditions as the City Manager,in consultation with the City Attorney,determines to be necessary and appropriate to protect the interests of the City or effectuate the purposes of this Resolution. Passed and adopted on August 20,2024. Mayor Pro T~Th~ ATTEST: ityC k Effective Date:August 20,2024 Approving Attorney:Eiic Potyondy EXHIBIT A TO RESOLUTION 2024-099 State of Colorado Intergovernmental Grant Agreement for SLFRF COVER PAGE Agreement Maximum Amount Total for All State Fiscal Years $209,688.00 State Agency Agreement Number Department of Natural Resources (DNR)CMS#191508 Colorado Water Conservation Board (CWCB)CTGGI 2024*4110 1313 Sherman St#718 Denver CO,80203 Grantee Agreement Performance Beginning Date City of Fort Collins The Effective Date Initial Agreement Expiration Date Grantee UEI December 30,2026 VEJ3BSSGKSGI ___________________________________________ Fund Expenditure End Date December 30,2026 Agreement Authority HB 22-1379 (Using American Rescue Plan Act finds through the Colorado Watershed Restoration Program, which will focus on the development of Wildfire Ready Watershed action plans and implementation of projects designed to mitigate post wildfire impacts.) Agreement Purpose The goal of this project is to implement a Wildfire Ready Watersheds (WRW)study and develop a Wildfire Ready Action Plan (WRAP)to address the susceptibility of critical water supplies and infrastructure in the Upper Cache Ia Poudre and North Platte watersheds to post-wildfire impacts and hazards.The WRW study and WRAP will focus on the combined Joe Wright Creek,Peterson Lake,and Headwaters Michigan River watersheds that encompass the Michigan Ditch,Joe Wright Reservoir, Chambers Lake,Barnes Meadow Reservoir,and Peterson Lake. Exhibits and Order of Precedence The following Exhibits and attachments are included with this Agreement: 1.Exhibit A,Statement of Work. 2.Exhibit B,Sample Option Letter. 3.Exhibit C,Budget. 4.Exhibit D,Federal Provisions. 5.Exhibit E,Agreement with Subrecipient of Federal Recovery Funds 6.Exhibit F,SLFRF Subrecipient Quarterly Report 7.Exhibit G,SLFRF Reporting Modification Form 8.Exhibit H,P11 Certification 9.Exhibit I,HIPAA BAA In the event of a conflict or inconsistency between this Agreement and any Exhibit or attachment,such conflict or inconsistency shall be resolved by reference to the documents in the following order of priority: 1.Exhibit I,HIPAA BAA 2.Exhibit D,Federal Provisions 3.Exhibit E,Agreement with Subrecipient of Federal Recovery Funds 4.Colorado Special Provisions in §17 of the main body of this Agreement. 5.The provisions of the other sections of the main body of this Agreement. 6.Exhibit A,Statement of Work. 7.Exhibit H,P11 Certification 8.Exhibit B,Sample Option Letter. 9.Exhibit C,Budget. 10.Exhibit F,SLFRF Subrecipient Quarterly Report 11.Exhibit G,SLFRF Reporting Modification Form Page 1 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Principal Representatives For the State:For Grantee: Andrea Harbin-Monahan Jared Heath Colorado Water Conservation Board City of Fort Collins 1313 Sherman Ave 4316W.Laporte Ave Room 718 Fort Collins,CO 80521 Denver,CO 80203 andrea.harbinmonahan@state.c..us jheath(l~fcgov.c.m FEDERAL AWARD(S)APPLICABLE TO THIS GRANT AWARD Federal Awardin Office US De artnient of the Treas Grant Pro Coronavirus State and Local Fiscal Recov Funds Assistance Listin Number 21.027 Federal Award Number SLFRPOI26 FederalAwardDate*Ma 18 2021 Federal Award End Date December 31,2024A Apendin Final Rule b U.S.Treas Federal Statuto Authori Title VI of the Social Securi Ac Section 602 Total Amount of Federal Award (this is not the amount of this t a cement $3 828 761 790 *Funds may not be available through the Federal Award End Date subject to the provisions in §2 and §5 below. Page 2 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 SIGNATURE PAGE THE SIGNATORIES LISTED BELOW AUTHORIZE THIS GRANT GRANTEE STATE OF COLORADO City of Fort Collins Jared S.Polis,Governor Colorado Department of Natural Resources Dan Gibbs,Executive Director Colorado Water Conservation Board By:By: Date:Date: 2nd State or Grantee Signature if Needed LEGAL REVIEW Philip 3.Weiser,Attorney General By:_______________________________________ By:Assistant Attorney General Date:Date: In accordance with §24-30-202,C.ItS.,this Grant is not valid until signed and dated below by the State Controller or an authorized delegate. By: STATE CONTROLLER Robert Jaros,CPA,MBA,JD Effective Date: Page 3 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 GRANT As of the Grant Issuance Date,the State Agency shown on the first page of this Intergovernmental Grant Agreement (the “State”)hereby obligates and awards to Grantee shown on the first page of this Intergovernmental Grant Agreement (the “Grantee”)an award of Grant Funds in the amounts shown on the first page of this Intergovermnental Grant Agreement .By accepting the Grant Funds provided under this Intergovernmental Grant Agreement,Grantee agrees to comply with the terms and conditions of this Intergovermnental Grant Agreement and requirements and provisions of all Exhibits to this Intergovernmental Grant Agreement. 2.TERM A.Initial Grant Term and Extension The Parties’respective performances under this Intergovernmental Grant Agreement shall conunence on the Grant Issuance Date and shall terminate on the Grant Expiration Date unless sooner terminated or further extended in accordance with the terms of this Intergovernmental Grant Agreement.Upon request of Grantee,the State may,in its sole discretion,extend the term of this Intergovernmental Grant Agreement by providing Grantee with an updated Intergovernmental Grant Agreement showing the new Grant Expiration Date. B.Early Termination in the Public Interest The State is entering into this Intergovernmental Grant Agreement to serve the public interest of the State of Colorado as determined by its Governor,General Assembly,or Courts.If this Intergovernmental Grant Agreement ceases to further the public interest of the State or if State,Federal or other funds used for this Intergovernmental Grant Agreement are not appropriated,or otherwise become unavailable to fund this Intergovenunental Grant Agreement,the State,in its discretion,may terminate this Intergovernmental Grant Agreement in whole or in part by providing written notice to Grantee that includes,to the extent practicable,the public interest justification for the termination.If the State terminates this Intergovernmental Grant Agreement in the public interest,the State shall pay Grantee an amount equal to the percentage of the total reimbursement payable under this Intergovernmental Grant Agreement that corresponds to the percentage of Work satisfactorily completed,as determined by the State,less payments previously made. Additionally,the State,in its discretion,may reimburse Grantee for a portion of actual,out- of-pocket expenses not otherwise reimbursed under this Intergovernmental Grant Agreement that are incurred by Grantee and are directly attributable to the uncompleted portion of Grantee’s obligations,provided that the sum of any and all reimbursements shall not exceed the maximum amount payable to Grantee hereunder.This subsection shall not apply to a termination of this Intergovernmental Grant Agreement by the State for breach by Grantee. C.Grantee’s Termination Under Federal Requirements Grantee may request termination of this Grant by sending notice to the State,or to the Federal Awarding Agency with a copy to the State,which includes the reasons for the termination and the effective date of the termination.If this Grant is terminated in this manner,then Grantee shall return any advanced payments made for work that will not be performed prior to the effective date of the termination. Page 4 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 3.DEFINITIONS The following terms shall be construed and interpreted as follows: A.“Budget”means the budget for the Work described in Exhibit C. B.“Business Day”means any day in which the State is open and conducting business,but shall not include Saturday,Sunday or any day on which the State observes one of the holidays listed in §24-11-101(1),C.R.S. C.“CJI”means criminal justice information collected by criminal justice agencies needed for the performance of their authorized functions,including,without limitation,all information defined as criminal justice information by the U.S.Department of Justice,Federal Bureau of Investigation,Criminal Justice Information Services Security Policy,as amended and all Criminal Justice Records as defined under §24-72-302,C.R.S. D.“CORK’means the Colorado Open Records Act,§~24-72-20O.1,et seq.,C.R.S. E.“Grant Expiration Date”means the Grant Expiration Date shown on the first page of this Intergovernmental Grant Agreement. F.“Grant Funds”means the funds that have been appropriated,designated,encumbered,or otherwise made available for payment by the State under this Intergovernmental Grant Agreement. G.“Grant Issuance Date”means the Grant Issuance Date shown on the first page of this Intergovernmental Grant Agreement. H.“Exhibits”exhibits and attachments included with this Grant as shown on the first page of this Grant I.“Extension Term”means the period of time by which the Grant Expiration Date is extended by the State through delivery of an updated Intergovernmental Grant Agreement J.“Federal Award”means an award of Federal financial assistance or a cost-reimbursement contract under the Federal Acquisition Regulations by a Federal Awarding Agency to the Recipient.“Federal Award”also means an agreement setting forth the terms and conditions of the Federal Award.The term does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program. K.“Federal Awarding Agency”means a Federal agency providing a Federal Award to a Recipient.The US Department of the Treasury (USDT)is the Federal Awarding Agency for the Federal Award which is the subject of this Grant. L.“Goods”means any movable material acquired,produced,or delivered by Grantee as set forth in this Intergovenunental Grant Agreement and shall include any movable material acquired,produced,or delivered by Grantee in connection with the Services. M.“Incident”means any accidental or deliberate event that results in or constitutes an imminent threat of the unauthorized access or disclosure of State Confidential Information or of the unauthorized modification,disruption,or destruction of any State Records. N.“Initial Term”means the time period between the Grant Issuance Date and the Grant Expiration Date. 0.“Intergovernmental Grant Agreement”means this Agreement which offers Grant Funds to Grantee,including all attached Exhibits,all documents incorporated by reference,all referenced statutes,rules and cited authorities,and any future updates thereto. Page 5 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 P.“Matching Funds”means the funds provided Grantee as a match required to receive the Grant Funds. Q.“Party”means the State or Grantee,and “Parties”means both the State and Grantee. R.“PCI”means payment card information including any data related to credit card holders’ names,credit card numbers,or the other credit card information as may be protected by state or federal law. S.“P11”means personally identifiable information including,without limitation,any information maintained by the State about an individual that can be used to distinguish or trace an individual’s identity,such as name,social security number,date and place of birth, mother’s maiden name,or biometric records;and any other information that is linked or linkable to an individual,such as medical,educational,financial,and employment information.P11 includes,but is not limited to,all information defined as personally identifiable information in §~24-72-501 and 24-73-101,C.R.S.“P11”shall also mean “personal identifying information”as set forth at §24-74-102,et.seq.,C.R.S. T.“PHI”means any protected health information,including,without limitation any information whether oral or recorded in any form or medium:(i)that relates to the past,present or future physical or mental condition of an individual;the provision of health care to an individual; or the past,present or future payment for the provision of health care to an individual;and (ii)that identifies the individual or with respect to which there is a reasonable basis to believe the information can be used to identify the individual.PHI includes,but is not limited to,any information defined as Individually Identifiable Health Information by the federal Health Insurance Portability and Accountability Act. U.“Recipient”means the State Agency shown on the first page of this Intergovernmental Grant Agreement,for the purposes of the Federal Award. V.“Services”means the services to be performed by Grantee as set forth in this Intergovernmental Grant Agreement,and shall include any services to be rendered by Grantee in connection with the Goods. W.“State Confidential Information”means any and all State Records not subject to disclosure under CORP..State Confidential Information shall include,but is not limited to,P11,Pm, PCI,Tax Information,CJI,and State personnel records not subject to disclosure under CORA.State Confidential Information shall not include information or data concerning individuals that is not deemed confidential but nevertheless belongs to the State,which has been communicated,furnished,or disclosed by the State to Contractor which (i)is subject to disclosure pursuant to CORA;(ii)is already known to Contractor without restrictions at the time of its disclosure to Contractor;(iii)is or subsequently becomes publicly available without breach of any obligation owed by Contractor to the State;(iv)is disclosed to Contractor,without confidentiality obligations,by a third party who has the right to disclose such information;or (v)was independently developed without reliance on any State Confidential Information. X.“State Fiscal Rules”means the fiscal rules promulgated by the Colorado State Controller pursuant to §24-30-202(13)(a),C.R.S. Y.“State Fiscal Year”means a 12 month period beginning on July 1 of each calendar year and ending on June 30 of the following calendar year.If a single calendar year follows the term, then it means the State Fiscal Year ending in that calendar year. Z.“State Records”means any and all State data,information,and records,regardless of physical form,including,but not limited to,information subject to disclosure under CORk Page 6 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 AS “Sub-Award”means this grant by the State (a Recipient)to Grantee (a Subrecipient)funded in whole or in part by a Federal Award.The terms and conditions of the Federal Award flow down to this Sub-Award unless the terms and conditions of the Federal Award specifically indicate otherwise. BB.“Subcontractor”means third-parties,if any,engaged by Grantee to aid in performance of the Work.“Subcontractor”also includes sub-grantees. CC.“Subrecipient”means a state,local government,Indian tribe,institution of higher education (NE),or nonprofit organization entity that receives a Sub-Award from a Recipient to carry out part of a Federal program,but does not include an individual that is a beneficiary of such program.A Subrecipient may also be a recipient of other Federal Awards directly from a Federal Awarding Agency.For the purposes of this Grant,Grantee is a Subrecipient.For SLFRF Grants,a subrecipient relationship continues to exist for Expenditure Category 6.1 Revenue Replacement. DD.“Tax Information”means Federal and State of Colorado tax information including,without limitation,Federal and State tax returns,return information,and such other tax-related information as may be protected by Federal and State law and regulation.Tax Information includes,but is not limited to all information defined as Federal tax information in Internal Revenue Service Publication 1075. EE.“Uniform Guidance”means the Office of Management and Budget Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards,2 CFR Part 200, commonly known as the “Super Circular,which supersedes requirements from 0MB Circulars A-21,A-87,A-i 10,A-122,A-89,A-i02,and A-133,and the guidance in Circular A-SO on Single Audit Act follow-up. FF.“Work”means the delivery of the Goods and performance of the Services described in this Intergovernmental Grant Agreement. GG.“Work Product”means the tangible and intangible results of the Work,whether finished or unfinished,including drafts.Work Product includes,but is not limited to,documents,text software (including source code),research,reports,proposals,specifications,plans,notes, studies,data,images,photographs,negatives,pictures,drawings,designs,models,surveys, maps,materials,ideas,concepts,know-how,and any other results of the Work.“Work Product”does not include any material that was developed prior to the Grant Issuance Date that is used,without modification,in the performance of the Work. Any other term used in this Intergovernmental Grant Agreement that is defined in an Exhibit shall be construed and interpreted as defined in that Exhibit. 4.STATEMENT OF WORK Grantee shall complete the Work as described in this Intergovernmental Gran Agreement and in accordance with the provisions of Exhibit A &C.The State shall have no liability to compensate or reimburse Grantee for the delivery of any goods or the performance of any services that are not specifically set forth in this Intergovernmental Grant Agreement. 5.PAYMENTS TO GRANTEE A.Maximum Amount Payments to Grantee are limited to the unpaid,obligated balance of the Grant Funds.The State shall not pay Grantee any amount under this Grant that exceeds the Grant Amount for each State Fiscal Year shown on the first page of this Intergovernmental Grant Agreement. Financial obligations of the State payable after the current State Fiscal Year are contingent upon funds for that purpose being appropriated,budgeted,and otherwise made available.The Page 7 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 State shall not be liable to pay or reimburse Grantee for any Work performed or expense incurred before the Grant Issuance Date or after the Grant Expiration Date;provided, however,that Work performed and expenses incurred by Grantee before the Grant Issuance Date that are chargeable to an active Federal Award may be submitted for reimbursement as permitted by the terms of the Federal Award. B.Federal Recovery The close-out of a Federal Award does not affect the right of the Federal Awarding Agency or the State to disallow costs and recover funds on the basis of a later audit or other review. Any cost disallowance recovery is to be made within the Record Retention Period,as defined below. C.Matching Funds Grantee shall provide the Local Match Amount shown on the first page of this Intergovernmental Grant Agreement and described in Exhibit C (the “Local Match Amount”).Grantee shall appropriate and allocate all Local Match Amounts to the purpose of this Intergovernmental Grant Agreement each fiscal year prior to accepting any Grant Funds for that fiscal year.Grantee does not by accepting this Intergovernmental Grant Agreement irrevocably pledge present cash reserves for payments in ffiture fiscal years,and this Intergovernmental Grant Agreement is not intended to create a multiple-fiscal year debt of Grantee.Grantee shall not pay or be liable for any claimed interest late charges,fees,taxes or penalties of any nature,except as required by Grantee’s laws or policies. D.Reimbursement of Grantee Costs The State shall reimburse Grantee’s allowable costs,not exceeding the maximum total amount described in this Intergovernmental Grant Agreement for all allowable costs described in this Intergovernmental Grant Agreement and shown in the Budget,except that Grantee may adjust the amounts between each line item of the Budget without formal modification to this Agreement with written approval from the State.The change shall not modify the total maximum amount of this Intergovernmental Grant Agreement,the maximum amount for any State fiscal year,or modify any requirements of the Work.The State shall reimburse Grantee for the Federal share of properly documented allowable costs related to the Work after the State’s review and approval thereof,subject to the provisions of this Grant.The State shall only reimburse allowable costs if those costs are:(I)reasonable and necessary to accomplish the Work and for the Goods and Services provided;and (ii) equal to the actual net cost to Grantee (i.e.the price paid minus any items of value received by Grantee that reduce the cost actually incurred). E.Close-Out Grantee shall close out this Grant within 45 days after the Grant Expiration Date.To complete close out,Grantee shall submit to the State all deliverables (including documentation)as defined in this Intergovernmental Grant Agreement and Grantee’s fmal reimbursement request or invoice.The State will withhold 5%of allowable costs until all final documentation has been submitted and accepted by the State as substantially complete.If the Federal Awarding Agency has not closed this Federal Award within 1 year and 90 days after the Grant Expiration Date due to Grantee’s failure to submit required documentation,then Grantee may be prohibited from applying for new Federal Awards through the State until such documentation is submitted and accepted. Page 8 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 6.REPORTING -NOTIFICATION A.Performance and Final Status Grantee shall submit all financial,performance and other reports to the State no later than the end of the close out described in §5.E,containing an evaluation and review of Grantee’s performance and the final status of Grantee’s obligations hereunder. B.Violations Reporting Grantee shall disclose,in a timely manner,in writing to the State and the Federal Awarding Agency,all violations of federal or State criminal law involving fraud,bribery,or gratuity violations potentially affecting the Federal Award.The State or the Federal Awarding Agency may impose any penalties for noncompliance allowed under 2 CFR Part 180 and 31 U.S.C.3321,which may include,without limitation,suspension or debarment. 7.GRANTEE RECORDS A.Maintenance and Inspection Grantee shall make,keep,and maintain,all records,documents,communications,notes and other written materials,electronic media files,and communications,pertaining in any manner to this Grant for a period of five years following the completion of the close out of this Grant. Grantee shall permit the State to audit,inspect,examine,excerpt,copy and transcribe all such records during normal business hours at Grantee’s office or place of business,unless the State determines that an audit or inspection is required without notice at a different time to protect the interests of the State. B.Monitoring The State will monitor Grantee’s performance of its obligations under this Intergovernmental Grant Agreement using procedures as determined by the State.Grantee shall allow the State to perform all monitoring required by the Uniform Guidance,based on the State’s risk analysis of Grantee.The State shall have the right,in its sole discretion,to change its monitoring procedures and requirements at any time during the term of this Agreement.The State shall monitor Grantee’s performance in a manner that does not unduly interfere with Grantee’s performance of the Work.If Grantee enters into a subcontract or subgrant with an entity that would also be considered a Subrecipient,then the subcontract or subgrant entered into by Grantee shall contain provisions permitting both Grantee and the State to perform all monitoring of that Subcontractor in accordance with the Uniform Guidance. C.Final Audit Report Grantee shall promptly submit to the State a copy of any final audit report of an audit performed on Grantee’s records that relates to or affects this Grant or the Work,whether the audit is conducted by Grantee or a third party.Additionally,if Grantee is required to perform a single audit under 2 CFR 200.501,et seq.,then Grantee shall submit a copy of the results of that audit to the State within the same timelines as the submission to the federal government. 8.CONFIDENTIAL INFORMATION-STATE RECORDS A.Confidentiality Grantee shall hold and maintain,and cause all Subcontractors to hold and maintain,any and all State Records that the State provides or makes available to Grantee for the sole and exclusive benefit of the State,unless those State Records are otherwise publically available at the time of disclosure or are subject to disclosure by Grantee under CORA.Grantee shall not,without prior written approval of the State,use for Grantee’s own benefit,publish,copy, Page 9 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 or otherwise disclose to any third party,or permit the use by any third party for its benefit or to the detriment of the State,any State Records,except as otherwise stated in this Intergovermnental Grant Agreement.Grantee shall provide for the security of all State Confidential Information in accordance with all policies promulgated by the Colorado Office of Information Security and all applicable laws,rules,policies,publications,and guidelines. If Grantee or any of its Subcontractors will or may receive the following types of data, Grantee or its Subcontractors shall provide for the security of such data according to the following:(I)the most recently promulgated IRS Publication 1075 for all Tax Information and in accordance with the Safeguarding Requirements for Federal Tax Information attached to this Grant as an Exhibit,if applicable,(ii)the most recently updated PCI Data Security Standard from the PCI Security Standards Council for all PCI,(iii)the most recently issued version of the U.S.Department of Justice,Federal Bureau of Investigation,Criminal Justice Information Services Security Policy for all CM,and (iv)the federal Health Insurance Portability and Accountability Act for all PHI and the HIPAA Business Associate Agreement attached to this Grant,if applicable.Grantee shall immediately forward any request or demand for State Records to the State’s principal representative. B.Other Entity Access and Nondisclosure Agreements Grantee may provide State Records to its agents,employees,assigns and Subcontractors as necessary to perform the Work,but shall restrict access to State Confidential Information to those agents,employees,assigns and Subcontractors who require access to perform their obligations under this Intergovernmental Grant Agreement.Grantee shall ensure all such agents,employees,assigns,and Subcontractors sign nondisclosure agreements with provisions at least as protective as those in this Grant,and that the nondisclosure agreements are in force at all times the agent employee,assign or Subcontractor has access to any State Confidential Information.Grantee shall provide copies of those signed nondisclosure restrictions to the State upon request. C.Use,Security,and Retention Grantee shall use,hold and maintain State Confidential Information in compliance with any and all applicable laws and regulations in facilities located within the United States,and shall maintain a secure environment that ensures confidentiality of all State Confidential Information wherever located.Grantee shall provide the State with access,subject to Grantee’s reasonable security requirements,for purposes of inspecting and monitoring access and use of State Confidential Information and evaluating security control effectiveness.Upon the expiration or termination of this Grant,Grantee shall return State Records provided to Grantee or destroy such State Records and certi&to the State that it has done so,as directed by the State.If Grantee is prevented by law or regulation from returning or destroying State Confidential Information,Grantee warrants it will guarantee the confidentiality of,and cease to use,such State Confidential Information. D.Incident Notice and Remediation If Grantee becomes aware of any Incident,it shall notif3’the State immediately and cooperate with the State regarding recovery,remediation,and the necessity to involve law enforcement, as determined by the State.After an Incident,Grantee shall take steps to reduce the risk of incurring a similar type of Incident in the future as directed by the State,which may include, but is not limited to,developing and implementing a remediation plan that is approved by the State at no additional cost to the State. E.Safeguarding P11 Page 10 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 If Grantee or any of its Subcontractors will or may receive P11 under this Agreement,Grantee shall provide for the security of such P11,in a manner and form acceptable to the State, including,without limitation,State non-disclosure requirements,use of appropriate technology,security practices,computer access security,data access security,data storage encryption,data transmission encryption,security inspections,and audits.Grantee shall be a “Third-Party Service Provider”as defined in §24-73-103(1)(i),C.R.S.and shall maintain security procedures and practices consistent with §~24-73-1O1 et seq.,C.R.S.In addition,as set forth in §24-74-102,et.seq.,C.R.S.,Contractor,including,but not limited to, Contractor’s employees,agents and Subcontractors,agrees not to share any P11 with any third parties for the purpose of investigating for,participating in,cooperating with,or assisting with Federal immigration enforcement.If Contractor is given direct access to any State databases containing PIT,Contractor shall execute,on behalf of itself and its employees,the certification attached hereto as Exhibit H on an annual basis Contractor’s duty and obligation to certify as set forth in Exhibit H shall continue as long as Contractor has direct access to any State databases containing P11.If Contractor uses any Subcontractors to perform services requiring direct access to State databases containing P11,the Contractor shall require such Subcontractors to execute and deliver the certification to the State on an annual basis,so long as the Subcontractor has access to State databases containing P11. 9.CONFLICTS OF INTEREST Grantee shall not engage in any business or activities,or maintain any relationships that conflict in any way with the full performance of the obligations of Grantee under this Grant.Grantee acknowledges that,with respect to this Grant,even the appearance of a conflict of interest shall be harmful to the State’s interests and absent the State’s prior written approval,Grantee shall refrain from any practices,activities or relationships that reasonably appear to be in conflict with the full performance of Grantee’s obligations under this Grant.If a conflict or the appearance of a conflict arises,or if Grantee is uncertain whether a conflict or the appearance of a conflict has arisen, Grantee shall submit to the State a disclosure statement setting forth the relevant details for the State’s consideration.Grantee acknowledges that all State employees are subject to the ethical principles described in §24-18-105,C.R.S.Grantee further acknowledges that State employees may be subject to the requirements of §24-18-105,C.R.S.with regard to this Grant. 10.INSURANCE Grantee shall maintain at all times during the term of this Grant such liability insurance,by commercial policy or self-insurance,as is necessary to meet its liabilities under the Colorado Governmental Immunity Act,§24-10-101,et seq.,C.R.S.(the “GIA”).Grantee shall ensure that any Subcontractors maintain all insurance customary for the completion of the Work done by that Subcontractor and as required by the State or the GIA. 11.REMEDIES In addition to any remedies available under any exhibit to this Intergovernmental Grant Agreement, if Grantee fails to comply with any term or condition of this Grant or any terms of the Federal Award,the State may terminate some or all of this Grant and require Grantee to repay any or all Grant funds to the State in the State’s sole discretion.The State may also terminate this Intergovernmental Grant Agreement at any time if the State has determined,in its sole discretion, that Grantee has ceased performing the Work without intent to resume performance,prior to the completion of the Work. 12.DISPUTE RESOLUTION Except as herein specifically provided otherwise or as required or permitted by federal regulations related to any Federal Award that provided any of the Grant Funds,disputes concerning the Page 11 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 performance of this Grant that cannot be resolved by the designated Party representatives shall be referred in writing to a senior departmental management staff member designated by the State and a senior manager or official designated by Grantee for resolution. 13.NOTICES AND REPRESENTATIVES Each Party shall identify an individual to be the principal representative of the designating Party and shall provide this information to the other Party.All notices required or permitted to be given under this Intergovernmental Grant Agreement shall be in writing,and shall be delivered either in hard copy or by email to the representative of the other Party.Either Party may change its principal representative or principal representative contact information by notice submitted in accordance with this §13. 14.RIGHTS IN WORK PRODUCT AND OTHER INFORMATION Grantee hereby grants to the State a perpetual,irrevocable,non-exclusive,royalty free license,with the right to sublicense,to make,use,reproduce,distribute,perform,display,create derivatives of and otherwise exploit all intellectual property created by Grantee or any Subcontractors or Subgrantees and paid for with Grant Funds provided by the State pursuant to this Grant. 15.GOVERNMENTAL IMMUNITY Liability for claims for injuries to persons or property arising from the negligence of the Parties, their departments,boards,commissions committees,bureaus,offices,employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act,§24-10- 101,et seq.,C.R.S.;the Federal Tort Claims Act,28 U.S.C.Pt.VI,Ch.171 and 28 U.S.C.1346(b), and the State’s risk management statutes,§*24-30-1501,et seq.C.R.S.No term or condition of this Contract shall be construed or interpreted as a waiver,express or implied,of any of the immunities,rights,benefits,protections,or other provisions,contained in these statutes. 16.GENERAL PROVISIONS A.Assignment Grantee’s rights and obligations under this Grant are personal and may not be transferred or assigned without the prior,written consent of the State.Any attempt at assignment or transfer without such consent shall be void.Any assignment or transfer of Grantee’s rights and obligations approved by the State shall be subject to the provisions of this Intergovernmental Grant Agreement. B.Captions and References The captions and headings in this Intergovernmental Grant Agreement are for convenience of reference only,and shall not be used to interpret,define,or limit its provisions.All references in this Intergovernmental Grant Agreement to sections (whether spelled out or using the §symbol),subsections,exhibits or other attachments,are references to sections, subsections,exhibits or other attachments contained herein or incorporated as a part hereof, unless otherwise noted. C.Entire Understanding This Intergovernmental Grant Agreement represents the complete integration of all understandings between the Parties related to the Work,and all prior representations and understandings related to the Work,oral or written,are merged into this Intergovernmental Grant Agreement. D.Modification Page 12 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 The State may modi1~’the terms and conditions of this Grant by issuance of an updated Intergovernmental Grant Agreement,which shall be effective if Grantee accepts Grant Funds following receipt of the updated letter.The Parties may also agree to modification of the terms and conditions of the Grant in a formal amendment to this Grant,properly executed and approved in accordance with applicable Colorado State law and State Fiscal Rules. E.Statutes,Regulations,Fiscal Rules,and Other Authority Any reference in this Intergovernmental Grant Agreement to a statute,regulation,State Fiscal Rule,fiscal policy or other authority shall be interpreted to refer to such authority then current,as may have been changed or amended since the Grant Issuance Date.Grantee shall strictly comply with all applicable Federal and State laws,rules,and regulations in effect or hereafter established,including,without limitation,laws applicable to discrimination and unfair employment practices. F.Digital Signatures If any signatory signs this agreement using a digital signature in accordance with the Colorado State Controller Contract,Grant and Purchase Order Policies regarding the use of digital signatures issued under the State Fiscal Rules,then any agreement or consent to use digital signatures within the electronic system through which that signatory signed shall be incorporated into this Contract by reference. G.Severability The invalidity or unenforceability of any provision of this Intergovernmental Grant Agreement shall not affect the validity or enforceability of any other provision of this Intergovernmental Grant Agreement,which shall remain in full force and effect,provided that the Parties can continue to perform their obligations under the Grant in accordance with the intent of the Grant. H.Survival of Certain Intergovernmental Grant Agreement Terms Any provision of this Intergovernmental Grant Agreement that imposes an obligation on a Party after termination or expiration of the Grant shall survive the termination or expiration of the Grant and shall be enforceable by the other Party. Third Party Beneficiaries Except for the Parties’respective successors and assigns described above,this Intergovernmental Grant Agreement does not and is not intended to confer any rights or remedies upon any person or entity other than the Parties.Any services or benefits which third parties receive as a result of this Grant are incidental to the Grant,and do not create any rights for such third parties. 3.Waiver A Party’s failure or delay in exercising any right,power,or privilege under this Intergovernmental Grant Agreement,whether explicit or by lack of enforcement,shall not operate as a waiver,nor shall any single or partial exercise of any right,power,or privilege preclude any other or further exercise of such right,power,or privilege. K.Accessibility i.Grantee shall comply with and the Work Product provided under this Agreement shall be in compliance with all applicable provisions of §~24-85-l01,et seq.,C.R.S.,and the Accessibility Standards for Individuals with a Disability,as established by the Governor’s Office of Information Technology (OIT),pursuant to Section §24-85-103 (2.5),C.R.S.Grantee shall also comply with all State of Colorado technology standards Page 13 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 related to technology accessibility and with Level AA of the most current version of the Web Content Accessibility Guidelines (WCAG),incorporated in the State of Colorado technology standards. ii.The State may require Grantee’s compliance to the State’s Accessibility Standards to be determined by a third party selected by the State to attest to Grantee’s Work Product and software is in compliance with §~24-85-101,et seq.,C.R.S.,and the Accessibility Standards for Individuals with a Disability as established by OIT pursuant to Section §24-85-103 (2.5),C.R.S. L.Federal Provisions Grantee shall comply with all applicable requirements of Exhibit D at all times during the term of this Grant. 17.COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) These Special Provisions apply to all agreements except where noted in italics. A.STATUTORY APPROVAL.§24-30-202(1),C.R.S. This Agreement shall not be valid until it has been approved by the Colorado State Controller or designee.If this Agreement is for a Major Information Technology Project,as defined in §24-37.5-102(2.6),C.R.S.,then this Agreement shall not be valid until it has been approved by the State’s Chief Information Officer or designee. B.FUND AVAILABILITY.§24-30-202(5.5),C.R.S. Financial obligations of the State payable after the current State Fiscal Year are contingent upon funds for that purpose being appropriated,budgeted,and otherwise made available. C.GOVERNMENTAL IMMUNITY. Liability for claims for injuries to persons or property arising from the negligence of the State, its departments,boards,commissions committees,bureaus,offices,employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act,§24-10-101,et seq.,C.R.S.;the Federal Tort Claims Act,28 U.S.C.Pt.VI,Ch.171 and 28 U.S.C.1346(b),and the State’s risk management statutes,§~24-30-1501,et seq.C.R.S. No term or condition of this Agreement shall be construed or interpreted as a waiver,express or implied,of any of the immunities,rights,benefits,protections,or other provisions, contained in these statutes. D.INDEPENDENT CONTRACTOR. Grantee shall perform its duties hereunder as an independent contractor,and not as an employee.Neither Grantee nor any agent or employee of Grantee shall be deemed to be an agent or employee of the State.Grantee shall not have authorization,express or implied,to bind the State to any agreement,liability or understanding,except as expressly set forth herein.Grantee and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for Grantee or any of its agents or employees.Grantee shall pay when due all applicable employment taxes and income Page 14 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 taxes and local head taxes incurred pursuant to this Agreement.Grantee shall (i) provide and keep in force workers’compensation and unemployment compensation insurance in the amounts required bylaw,(ii)provide proof thereof when requested by the State,and (lii)be solely responsible for its acts and those of its employees and agents. E.COMPLIANCE WITH LAW. Grantee shall comply with all applicable federal and State laws,rules,and regulations in effect or hereafter established,including,without limitation,laws applicable to discrimination and unfair employment practices. F.CHOICE OF LAW,JURISDICTION,AND VENUE. Colorado law,and rules and regulations issued pursuant thereto,shall be applied in the interpretation,execution,and enforcement of this Agreement.Any provision included or incorporated herein by reference which conflicts with said laws,rules,and regulations shall be null and void.All suits or actions related to this Agreement shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the City and County of Denver. G.PROHIBITED TERMS. Any term included in this Agreement that requires the State to indemni&or hold Grantee harmless;requires the State to agree to binding arbitration;limits Grantee’s liability for damages resulting from death,bodily injury,or damage to tangible property;or that conflicts with this provision in any way shall be void ab initio.Nothing in this Agreement shall be construed as a waiver of any provision of §24-106-109 C.R.S. H.SOFTWARE PIRACY PROHIBITION. State or other public funds payable under this Agreement shall not be used for the acquisition, operation,or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions.Grantee hereby certifies and warants that,during the term of this Agreement and any extensions,Grantee has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds.If the State determines that Grantee is in violation of this provision,the State may exercise any remedy available at law or in equity or under this Agreement,including,without limitation,immediate termination of this Agreement and any remedy consistent with federal copyright laws or applicable licensing restrictions. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST.§~24-18-201 and 24-50-507,C.R.S. The signatories aver that to their knowledge,no employee of the State has any personal or beneficial interest whatsoever in the service or property described in this Agreement.Grantee has no interest and shall not acquire any interest,direct or indirect,that would conflict in any maimer or degree with the performance of Grantee’s services and Grantee shall not employ any person having such known interests. Page 15 of 15 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT A,STATEMENT OF WORK Prepared Date:1/18/2024 Name of Grantee:City of Fort Collins Utilities Name of Water Project:Poudre Water Supply Infrastructure Wildfire Ready Action Plan Water Project OvervIew:Please provide brief description of the proposed water activity (no more than 200 words).Please define all acronyms. The Cache La Poudre (CIP)Watershed headwaters begin within the Arapaho-Roosevelt National Forest and drain down through the City of Fort Collins (Fort Collins)and urban areas of the Front Range until its confluence with the South Platte River,east of the City of Greeley (Greeley).The watershed is a valuable shared resource between local municipalities,agriculture,and recreational stakeholders.A network of critical water supply infrastructure is located near the watershed divide at Cameron Pass on Highway 14,which Fort Collins,Greeley,and Water Supply and Storage Company (WSSC)use to manage their water supplies.The highest risk to the watersheds that deliver water to these assets,as identified in the Fort Collins’Source Water Protection Plan,is catastrophic wildfire. Protecting the physical infrastructure and the water stored and conveyed by these structures is a high priority for Fort Collins,Greeley,and WSSC to ensure adequate delivery of reliable and high-quality water supplies to their downstream users and to improve flows in the Poudre River.Fort Collins,Greeley,and WSSC are seeking to develop a Wildfire Ready Action Plan (WRAP)in the shared interest of protecting this interconnected water supply system. Project Objectives: The goal of this project is to implement a Wildfire Ready Watersheds (WRW)study and develop a WRAP to address the susceptibility of critical water supplies and infrastructure in the Upper Cache Ia Poudre and North Platte watersheds to post-wildfire impacts and hazards.The WRW study and WRAP will focus on the combined Joe Wright Creek,Peterson Lake,and Headwaters Michigan River watersheds that encompass the Michigan Ditch, Joe Wright Reservoir,Chambers l.ake,Barnes Meadow Reservoir,and Peterson Lake. Task 1:Vision and Establishment of Goals and Objectives Description of Task: Fort Collins,in partnership with Greeley,WSSC,and the Coalition for the Poudre River Watershed (CPRW), established a vision and goals for a WRW Framework Study.This effort occurred over several meetings in late 2023 focused on identifying potential stakeholders,reviewing existing watershed planning efforts (i.e.Upper Poudre Resiliency Plan)and other available resources to support the study,and defining the geographic area of concern (WRW target area)for the study.The shared vision for this study is to develop a WRAP to address the susceptibility of critical water supplies and infrastructure in the Cache Ia Poudre and North Platte watersheds to Exhibit A Page 1 of S Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 post-wildfire impacts and hazards.This task will focus on sharing and further refining that vision through targeted stakeholder identification and analysis,and outreach and engagement. Method/Procedure: Task 1.1 —Stakeholder Identification and Analysis:Fort Collins and Greeley (Core Team)will work with the Fort Collins Utilities Customer Connections Division (C&E Team)to conduct a stakeholder inventory and analysis to 1) identify all relevant watershed stakeholders that may be interested in or affected by the project,2)analyze the risks and opportunities related to stakeholders in the WRW target area,and 3)develop strategies and tactics for targeted communication,outreach,and engagement with the stakeholders. Task 1.2 —Stakeholder Engagement:The Core Team will convene and participate in two to three facilitated outreach and engagement workshops with all stakeholders.This effort will leverage CPRW’s Upper Poudre Stakeholder Steering Committee meetings and additional workshops for stakeholders who do not currently participate in the Upper Poudre Stakeholder Steering Committee. Task 1.3—Agreements and Partnerships:The Core Team will develop agreements with partners and stakeholders as needed.These agreements may outline funding agreements,data sharing,resource support,or other resources that may be made available for the WRW study. Deliverable: •Summary of the stakeholder inventory and analysis •List of key stakeholders •Summary document presenting the outcomes of stakeholder engagement and outreach workshops. Task 2:Stakeholder Collaboration,Community Outreach,and Public Meetings Description of Task: The Core Team and/or Consultant will communicate with stakeholders during the planning process to provide updates,solicit feedback,share study findings and priorities,develop agreements,and keep stakeholders informed throughout the development of the WRAP. Method/Procedure: Task 2.1 —Communication &Engagement Plan:The Core Team will work with the C&E Team to develop and implement a Communication and Engagement Plan (C&E Plan).The C&E Plan will outline communication strategies and outreach activities to share and solicit information with stakeholders and the broader community during the WRW Framework Study. Task 2.2—Communication,Outreach &Engagement Activities:The Core Team,with support from the C&E Team and the Consultant,will communicate regularly with stakeholders and lead and participate in outreach and engagement activities.Communication,outreach,and engagement activities will be guided by the stakeholder identification and analysis completed in Task 1 and the strategies and tactics outlined in the C&E Plan developed in Task 2.1. Deliverable: •Communication &Engagement Plan •Fact sheets and informational brochures for outreach events •Meeting agendas,presentations,and meeting minutes Exhibit A Page 2 of S Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 •Press releases,memos,and other outreach products to be determined in C&E Plan •Project website and ongoing website communications Task 3:Data Collection,Research,Review,and Gap Analysis Description of Task: A considerable amount of data collection and analyses has been completed within the proposed WRAP target area to support restoration efforts following the 2020 Cameron Peak Wildfire and during the development of CPRW’s 2024 Upper Poudre Resiliency Plan.The Consultant,in coordination with the Core Team,will identify,review,and document existing data collection efforts,relevant reports,studies,or research in the WRW target area.The Consultant will compile and organize all available data that can be leveraged to support the WRW Framework Study and conduct a data gap analysis to determine additional data and analysis needs.The WRW GIS Preparedness for Wildfire Planning and Recovery tool developed by CWCB will guide this effort. Method/Procedure: Task 3.1—615 Data Collection:The Consultant will coordinate with all stakeholders and partners to identify relevant GIS data related to watershed features and characteristics,hazards,assets and values,and basemap and supporting data that may be used to support the study.The data summary will directly reflect the WRW 615 Data Matrix developed by CWCB. Task 3.2 —Reports,Studies,Research:The Consultant will research previous planning studies,analyses,reports, and research within the WRW target area and provide a review of each including a summary memorandum of the study contents and relevant information that could be used to support the study. Task 3.4—Infrastructure Operations:The Consultant will work with the Core Team to gather information related to infrastructure operations for water supply and other values at risk identified in the WRW target area. Task 3.5—Stream Data Conditions Assessment:The Consultant will work with the Core Team to select a subset of stream reaches within the WRW target area that may be suitable for post-fire hazard mitigation.The Consultant will assess the existing physical conditions of stream reaches,including geomorphological and riparian conditions.A River Health Assessment of the Upper Poudre River Watershed was completed in 2019 before the Cameron Peak Wildfire.The results from this assessment may be informative for unburned areas in the WRW target area.CPRW’s recently completed River Health Assessment Framework may serve as a tool to conduct additional assessments of the physical conditions of stream reaches in areas burned by the Cameron Peak Wildfire or in unburned areas where data do not exist (e.g.Upper Michigan River Watershed). Task 3.6—Gap Analysis:Once all available data have been collected and reviewed,the Consultant will perform a data gap analysis to identify any necessary data that are not available for the study in a usable 61$format. Deliverables: •Data gap summary •Stream Assessment Technical Memorandum •Annotated bibliography of all relevant reports,research,and studies •Literature review summaries •Tabulation summary of infrastructure operations •Data Needs and Recommendations memorandum Exhibit A Page 3 of 8 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Task 4:Post-Fire Hazard Analysis Description of Task: The Consultant will engage with the Working Group to collect the necessary information to conduct post-fire hazard evaluations within the WRW target area.A comprehensive post-fire hazard analysis was recently completed for CPRW’s 2024 Upper Poudre Resiliency Plan that evaluated wildfire hazards,debris flow hazards,hilislope erosion hazards,and road hazards to 7th~leveI watersheds.These analyses will be leveraged to support this task.The desired geographic scope of each type of post-fire hazard analysis may be determined based on values and assets at risk, expected post-fire hazard types,and the data necessary for pre-disaster mitigation planning and design.Existing post-fire hazard data and the data gap analysis documented in Task 3 will inform the analysis needs for this task. Method/Procedure: Task 4.1—Pre-Hazard-Modeling Risk Assessment:The Consultant will provide a high-level assessment of the WRW target area to determine where post-fire hazards likely exist and where they may be a threat to water supplies and infrastructure.The purpose of this assessment is to determine both the need for and level of detail appropriate for each hazard type described below in Task 4.2 —Task 4.6.This assessment is meant to guide the Consultant and Working Group to refine hazard analyses to areas and stream reaches where there is a significant risk to water supplies and infrastructure. Task 4.2 —Pre-and Post-Fire Hydrology:The Consultant will conduct a hydrologic analysis to compare pre-and post-fire hydrology for critical stream reaches determined in the Pre-Hazard Modeling Risk Assessment (Task 4.1). Task 4.3 —Post-Fire Hydraulics:The Consultant will develop a hydraulic model using the completed post-fire hydrologic analysis (Task 4.2)to show both pre-fire and post-fire hydraulics for critical stream reaches identified in the Pre-Hazard Modeling Risk Assessment (Task 4.1). Task 4.4 —Fluvial Hazard Zones:The Consultant will develop Fluvial Hazard Zone (FHZ)delineations for critical stream reaches identified in the Pre-Hazard Modeling Risk Assessment. Task 4.5—Debris Flow:Debris flow modeling was recently completed for 7th~level watersheds,within the Joe Wright Creek watershed,Peterson Lake watershed,and portions of the Headwaters Michigan River watershed,as part of the Upper Poudre Resiliency Plan update.The Consultant will conduct debris flow modeling for critical areas identified in the Pre-Hazard Modeling Risk Assessment (Task 4.1)that have not been analyzed for debris flow hazard. The analyses will be used to identify debris flow probability and predict debris flow volumes from specified rain events. Task 4.6—Hillslope Erosion:Hillslope erosion modeling was recently completed for 7th~level watersheds,within the Joe Wright Creek watershed,Peterson Lake watershed,and portions of the Headwaters Michigan River watershed, as part of the Upper Poudre Resiliency Plan update.The Consultant will conduct hillslope erosion modeling for critical areas identified in the Pre-Hazard Modeling Risk Assessment (Task 4.1)that have not been analyzed for debris flow hazard. Deliverables: •Executive summary of post-fire hazard evaluations completed under the WRW Framework study including a discussion regarding the Pre-Hazard Modeling Risk Assessment task and what areas or locations within the watershed were determined to need further hazard evaluations. •Hydrology Technical Memorandum with all supporting documentation,model computer files,and associated GIS data. •Hydraulics Technical Memorandum with all supporting documentation,model computer files,and associated 61$data. •Fluvial Hazard Technical Memorandum with all supporting documentation,model computer files,and associated GIS data. Exhibit A Page 4 of 8 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 •Debris Flow Technical Memorandum with all supporting documentation,model computer files,and associated GIS data. •Hillslope Erosion Technical Memorandum with all supporting documentation,model computer files,and associated GIS data. TaskS:Susceptibility Analysis Description of Task: A susceptibility analysis will be completed to evaluate post-wildfire hazard risk to stakeholder values using the collected 615 data,relevant information and reports (Task 3),post-fire hazard analyses (Task 4),and stakeholder values identified through outreach and engagement (Task 2).This assessment will identify and prioritize critical values at risk throughout the WRW target area;however,there will be a focus on water supply and infrastructure. Method/Procedure: Task 5.1.—Intersection of Values at Risk with Hazards (point-cf-impact):The Consultant will create a geospatial overlay,using available or developed hazard data,of the identified stakeholder values and post-fire hazards.This evaluation will be based on the WRW Framework Risk Matrix developed by CWCB.The intersection of assets and hazards will generate a preliminary determination of whether assets are at risk from post-fire hazards. Task 5.2—Watershed Susceptibility Risk (watershed risk):The Consultant will use the collected data and outcomes of Task 5.1 to compare post-fire susceptibility of HIJC-14 (7th~level)or smaller watersheds throughout the WRW target area.The analysis will develop a risk rating score (i.e.low,moderate,or high)to be used to understand the severity of post-fire impacts on stakeholder values at the watershed level. Task 5.3—SusceptibilIty Analysis (stream corridor or stream reach risk):The Consultant will use the outcomes of Tasks 5.1 and 5.2 to complete a susceptibility evaluation across the WRW target area for relevant and probable post- fire hazard impacts.The primary focus of these evaluations will be on post-fire hazard impacts on water supplies and infrastructure. Task 5.4 —Reporting and Mapping:A susceptibility report and web-based map summarizing risk levels by watershed,infrastructure e,and life/ro e will be produced based on the outcomes of Tasks 5.1—5.3. Deliverables: •Post-fire susceptibility report •Post-fire susceptibility mapping including all supporting and developed 615 data Task 6: Description of Task: Building on the WRW Framework Study developed in Tasks 3—5,a WRAP will be developed that outlines both: •Pre-Fire Actions:Actions,management strategies,and mitigation projects that can be implemented before a wildfire to protect water supplies and infrastructure from post-fire hazards,and •Post-Fire Actions:Actions,management strategies,and mitigation projects that can be implemented following a fire to water supplies and infrastructure. Estimates of implementation costs,permit requirements,timelines,stakeholders,and lead agency (project manager will be rovided for all identified re-fire and ost-fire actions. Exhibit A Page 5 of 8 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Method/Procedure: Task 6.1 —Pre-Disaster Preparedness Plan:The Consultant will work with the Working Group to develop a list of possible actions to protect water supplies and infrastructure from post-fire hazards.The types of mitigation actions will likely include watershed and stream restoration,infrastructure protection and upgrades,warning systems,water supply systems,burn severity mitigation and fire prevention,and risk mitigation.Following this effort,the Consultant will evaluate the suitability of locations within the WRW target area and along river corridors to support mitigation projects that enhance floodplain connectivity,provide sediment storage,create floodplain storage,increase riparian corridors and vegetative diversity,and incorporate restoration practices that complement the overall goals and objectives of the WRAP.The list of actions and projects will be prioritized,based on input from the Working Group, and a funding program summary will be developed that outlines where and how funding can be used and leveraged to implement these actions and projects.The outcome of these efforts will be documented in a Pre-Disaster Preparedness Plan. Task 6.2—Post-Disaster Preparedness Plan:The Consultant will work with the Working Group to develop a list of actions that might be taken to further assess post-fire hazards,implement warning systems,and protect infrastructure or values-at-risk from post-fire hazards.The types of mitigation actions will likely include post-fire assessments,GIS data preparedness,contracting,agreements,infrastructure upgrades,and post-fire recovery actions.The Consultant will then assist the Working Group in developing guidance and communications for responding to post-fire recovery and determining roles and responsibilities,financial needs and capabilities,and disaster response permitting.The outcome of these efforts will be documented in a Post-Disaster Preparedness Plan. Deliverables: •Pre-Disaster Preparedness Plan •Pre-Disaster action mapping including all supporting and developed GIS data •Post-Disaster Preparedness Plan •Post-Disaster action mapping including all supporting and developed GIS data •Online web map displaying proposed pre-and post-mitigation activities (if funding allows) Task 7:Project Management and Administration Description of Task: Fort Collins will provide the overall project management of the WRW Framework Study.The City of Fort Collins will manage all tasks required to perform design services including coordination with the Consultant,partners, stakeholders,planning team,specialists,regulatory agencies,local governments,and other government partners. This work will include: •Supervising all Consultant team operations; •Preparing bi-annual (six-month)progress reports to CWCB along with a final project report; •Supporting public outreach efforts;and •Monitoring progress of overall planning effort. Method/Procedure: The City of Fort Collins will: •Provide overall project management,task management,and contractor management. •Be the single point of contact to answer uestions related to the WRW Framework Study and WRAP. Exhibit A Page 6 of 8 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 •Provide grant administration,invoicing,and administrative functions. •Be the primary point of contact for CWCB and will provide six-month and a final progress report,compile reimbursement documentation,and final reporting Deliverables: •Six-month progress reports and a final report will be provided to document the successes (or challenges)of the outreach and coordination efforts. •Grant reimbursement documentation will also be provided. •Project schedule and schedule updates to be provided with six-month progress reports Performance Measures Exhibit A Page 7 of 8 Version 3.22.2024 —Budget and Schedule This Statement of Work is accompanied by a combined Budget and Schedule that reflects the tasks identified in the Statement of Work. Reporting Requirements Progress Reports:The grantee shall provide the CWCB a progress report every six months,beginning from the date of issuance of the grant agreement.The progress report shall describe the status of the tasks identified in the statement of work including a description of any major issues that have occurred and any corrective action taken to address these issues. Final Report At completion of the project,the applicant shall provide the CWCB a final report on the applicants letterhead that: •Summarizes the project and how the project was completed. •Describes any obstacles encountered,and how these obstacles were overcome. •Confirms that all matching commitments have been fulfilled. •Includes photographs,summaries of meetings and engineering reports/designs. The CWCB will pay out the last 10%of the budget when the final report is completed to the satisfaction of CWCB staff.Once the final report has been accepted,and final payment has been issued,the grant agreement will be closed without any further payment Payment Payment will be made based on actual expenditures and must include invoices for all work completed.The request for payment must include a description of the work accomplished by task an estimate of the percent completion for individual tasks and the entire project in relation to the percentage of budget spent, identification of any major issues,and proposed or implemented corrective actions. Costs incurred prior to the effective date of this grant agreement are not reimbursable.The last 10%of the entire grant will be paid out when the final deliverable has been received.All products,data and information developed as a result of the grant agreement must be provided to the CWCB as part of the project documentation. EXHIBIT A TO RESOLUTION 2024-099 Performance measures for the grant agreement shall include the following: (a)Performance standards and evaluation:Grantee will produce detailed deliverables for each task as specified.Grantee shall maintain receipts for all project expenses and documentation of the minimum in-kind contributions (if applicable)per the budget Per grant guidelines,the CWCB will pay out the last 10%of the budget when the final report is completed to the satisfaction of CWCB staff.Once the final report has been accepted,and final payment has been issued,the grant agreement will be closed without any ftirther payment (b)Accountability:Per grant guidelines fill documentation of project progress must be submitted with each invoice for reimbursement Grantee must confirm that all grant conditions have been complied with on each invoice.In addition,per Grant Guidelines,progress reports must be submitted at least once every 6 months. A final report must be submitted and approved before final project payment (c)Monitoring Requirements:Grantee is responsible for ongoing monitoring of project progress per Exhibit A.Progress shall be detailed in each invoice and in each progress report as detailed above.Additional inspections or field consultations will be arranged as may be necessary. (d)Noncompliance Resolution:Payment will be withheld if grantee is not current on all grant conditions. Flagrant disregard for grant conditions will result in a stop work order and cancellation of the grant agreement Exhibit A Page 8 of 8 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT B,SAMPLE OPTION LETTER State Agency Option Letter Number Insert D artment’s or IRE’s Full Le al Name Insert the tion Number e.“1”for the first o tion) Grantee Original Agreement Number Insert Grantee’s Full Legal Name,including “Inc.”,Insert CMS number or Other Agreement Number of the Original “LLC”etc...A ement Current Agreement Maximum Amount Option Agreement Number Initial Term Insert CMS number or Other Agreement Number of this Option State Fiscal Year 2Oxx $0.00 Extension Terms Agreement Performance Beginning Date State Fiscal Year 2Oxx $0.00 Month Day,Year State Fiscal Year 2Oxx $0.00 State Fiscal Year 2Oxx $0.00 Current Agreement Expiration Date State Fiscal Year 2Oxx $0.00 Month Day,Year Total for All State Fiscal Years $0.00 I.OPTIONS: A.Option to extend for an Extension Term B.Option to change the quantity of Goods under the Agreement C.Option to change the quantity of Services under the Agreement D.Option to modifS’Agreement rates E.Option to initiate next phase of the Agreement 2.REQUIRED PROVISIONS: A.For use with Option 1(A):In accordance with Section(s)Number of the Original Agreement referenced above, the State hereby exercises its option for an additional term,beginning Insert start date and ending on the current Agreement expiration date shown above,at the rates stated in the Original Agreement as amended. B.For use with Options 1(B and C):In accordance with Section(s)Number of the Original Agreement referenced above,the State hereby exercises its option to Increase/Decrease the quantity of the Goods/Services or both at the rates stated in the Original Agreement,as amended. C.For use with Option 1(D):In accordance with Section(s)Number of the Original Agreement referenced above, the State hereby exercises its option to modi&the Agreement rates specified in Exhibit/Section Number/Letter. The Agreement rates attached to this Option Letter replace the rates in the Original Agreement as of the Option Effective Date of this Option Letter. D.For use with Option 1(E):In accordance with Section(s)Number of the Original Agreement referenced above, the State hereby exercises its option to initiate Phase indicate which Phase:2,3,4,etc,which shall begin on Insert start date and end on Insert ending date at the cost/price specified in Section Number. E.For use with all Options that modify the Av~eement Maximum Amount:The Agreement Maximum Amount table on the Agreement’s Signature and Cover Page is hereby deleted and replaced with the Current Agreement Maximum Amount table shown above. 3.OPTION EFFECTIVE DATE: A.The effective date of this Option Letter is upon approval of the State Controller or •whichever is later. In accordance with §24-30-202,C.R.S.,this Option is not STATE OF COLORADO valid until signed and dated below by the State Controller or Jared S.Polis,Governor an authorized delegate. [NSERT-Name of Agency or lIfE STATE CONTROLLER INSERT-Name &Title of Head of Agency or fifE Robert Jaros,CPA,MBA,SD By:Name Sc Title of Person Signing for Agency or [HE By:________________________________________ Name of Agency or IHE Delegate-Please delete if agreement will be muted to OSC for approval Date:_____________________________ ___________________________________________Option Effective Date: Exhibit B Page 1 of I Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXifiBIT C,BUDGET 1.BUDGET BY US TREASURY EXPENDITURE CATEGORY 1.1 Expenditure Categories identified in Exhibit C will determine what is reported on as outlined in Exhibits D-G. Project US Treasury Expenditure Category Number Project Title Number and Name Budget RRPO2O Poudre Water Supply 6.1 Revenue Replacement;Provisions of $209,688.00 Infrastructure WRAP Government Services Total 2.BUDGET BY FUNCTION Q COLORADOColoTadoWater Cona*rvatlon Board D~p.wn~ni oS Nan,.’Rnrce. Budget and Schedule Prepared Date:111912024 Name of Applicant City of Fort Collins Name of Water Project Poudre Water Supply Infrastructure wildfire Ready Action Plan Project Start Date:11112025 ~j~d End Date:212512028 GrantTaskTaskStartTaskEnd Match TotalTaskDescriptiona.Date Date Funding FundingRequest I Capacity BLJIIdO’Ig Vision and Estabhshment of 1/112025 212612025 ooais anci ob,ect,ves $4,834 $791 $5,625 StakeholderCoflaboration Community 11112025 2125120262outreachandPublicMeebqs $9,668 $1,582 $11,250 D~a Collection Research Review and ~2126/2025 51712025~Anajysis $14,502 $2,373 $16,875 Post Fire Hazard Analysis 517/2025 7/3012025 $48,340 $7,910 $56,250 S Suscetb~y Analysis 713012025 11/5/2025 $19,336 $3,164 $22,500 6 ReadyAchon Plan ¶1/512025 2/25/2026 $75,195 $12,305 $87,500 OwectProHct aia~enent&Admnstrat,on 11/2025 2/2512026 $0 $28125 $28125 Total DirectCosts $171,875 $56,250 $228,125 ndirect Costs 11/1/2025 1212512026 $37,813 $12,375 $50,188 Total Project Costs $209,688 $68,625 $278,313 3.EXPENDITURE CATEGORY MODIFICATIONS 3.1 Increases or decreases in any Expenditure Category must be requested and approved by the State Agency by using the SLFRF Expenditure Modification Form.This form can be found at: https://osc.colorado.gov american rescue-plan-act (see SLFRF Grant Agreement Templates tab) Celorale Water Conservatien Beard Exhibit C Page 1 of I Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Exhibit D,Federal Provisions 1.APPLICABILITY OF PRovisioNs. 1.1.The Grant to which these Federal Provisions are attached has been funded,in whole or in part, with an Award of Federal funds.In the event of a conflict between the provisions of these Federal Provisions,the Special Provisions,the body of the Grant,or any attachments or exhibits incorporated into and made a part of the Grant,the provisions of these Federal Provisions shall control. 1.2.The State of Colorado is accountable to Treasury for oversight of their subrecipients,including ensuring their subrecipients comply with the SLFRF statute,SLFRF Award Terms and Conditions,Treasury’s Final Rule,and reporting requirements,as applicable. 1.3.Additionally,any subrecipient that issues a subaward to another entity (2~tier subrecipient), must hold the 2’~tier subrecipient accountable to these provisions and adhere to reporting requirements. 1.4.These Federal Provisions are subject to the Award as defined in §2 of these Federal Provisions, as may be revised pursuant to ongoing guidance from the relevant Federal or State of Colorado agency or institutions of higher education. 2.DEFINITIONS. 2.1.For the purposes of these Federal Provisions,the following terms shall have the meanings ascribed to them below. 2.1.1.“Award”means an award of Federal financial assistance,and the Grant setting forth the terms and conditions of that financial assistance,that a non-Federal Entity receives or administers. 2.1.2.“Entity”means: 2.1.2.1.a Non-Federal Entity; 2.1.2.2.a foreign public entity; 2.1.2.3.a foreign organization; 2.1.2.4.a non-profit organization; 2.1.2.5.a domestic for-profit organization (for 2 CFR parts 25 and 170 only); 2.1.2.6.a foreign non-profit organization (only for 2 CFR part 170)only); 2.1.2.7.a Federal agency,but only as a Subrecipient under an Award or Subaward to a non-Federal entity (or 2 CFR 200.1);or 2.1.2.8.a foreign for-profit organization (for 2 CFR part 170 only). 2.1.3.“Executive”means an officer,managing partner or any other employee in a management position. 2.1.4.“Expenditure Category (EC)”means the category of eligible uses as defined by the US Department of Treasury in “Appendix 1 of the Compliance and Reporting Guidance, State and Local Fiscal Recovery Funds”report available at www.treasury.gov. Exhibit D Page 1 of 16 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 2.1.5.“Federal Awarding Agency”means a Federal agency providing a Federal Award to a Recipient as described in 2 CFR 200.1 2.1.6.“Grant”means the Grant to which these Federal Provisions are attached. 2.1.7.“Grantee”means the party or parties identified as such in the Grant to which these Federal Provisions are attached.Grantee also means Subrecipient. 2.1.8.“Non-Federal Entity”means a State,local government,Indian tribe,institution of higher education,or nonprofit organization that carries out a Federal Award as a Recipient or a Subrecipient. 2.1.9.“Nonprofit Organization”means any corporation,trust,association,cooperative,or other organization,not including IHEs,that: 2.1.9.1.Is operated primarily for scientific,educational,service,charitable,or similar purposes in the public interest; 2.1.9.2.Is not organized primarily for profit;and 2.1.9.3.Uses net proceeds to maintain,improve,or expand the operations of the organization. 2.1.10.“0MB”means the Executive Office of the President,Office of Management and Budget. 2.1.11.“Pass-through Entity”means a non-Federal Entity that provides a Subaward to a Subrecipient to carry out part of a Federal program. 2.1.12.“Prime Recipient”means the Colorado State agency or institution of higher education identified as the Grantor in the Grant to which these Federal Provisions are attached. 2.1.13.“Subaward”means an award by a Prime Recipient to a Subrecipient funded in whole or in part by a Federal Award.The terms and conditions of the Federal Award flow down to the Subaward unless the terms and conditions of the Federal Award specifically indicate otherwise in accordance with 2 CFR 200.101.The term does not include payments to a Contractor or payments to an individual that is a beneficiary of a Federal program. 2.1.14.“Subrecipient”or “Subgrantee”means a non-Federal Entity (or a Federal agency under an Award or Subaward to a non-Federal Entity)receiving Federal funds through a Prime Recipient to support the perfonnance of the Federal project or program for which the Federal funds were awarded.A Subrecipient is subject to the terms and conditions of the Federal Award to the Prime Recipient,including program compliance requirements.The term does not include an individual who is a beneficiary of a federal program.For SLFRF Grants,a subrecipient relationship continues to exist for Expenditure Category 6.1 Revenue Replacement.Subrecipient also means Grantee. 2.1.15.“System for Award Management (SAM)”means the Federal repository into which an Entity must enter the information required under the Transparency Act,which may be found at http://www.sam.gov. 2.1.16.“Total Compensation”means the cash and noncash dollar value earned by an Executive during the Prime Recipient’s or Subrecipient’s preceding fiscal year (see 48 CFR 52.204- 10,as prescribed in 48 CFR 4.1403(a))and includes the following: 2.1.16.1.Salaryandbonus; Exhibit D Page 2 of 16 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 2.1.16.2.Awards of stock,stock options,and stock appreciation rights,using the dollar amount recognized for financial statement reporting purposes with respect to the fiscal year in accordance with the Statement of Financial Accounting Standards No.123 (Revised 2005)(FAS 123R),Shared Based Payments; 2.1.16.3.Earnings for services under non-equity incentive plans,not including group life, health,hospitalization or medical reimbursement plans that do not discriminate in favor of Executives and are available generally to all salaried employees; 2.1.16.4.Change in present value of defined benefit and actuarial pension plans; 2.1 .16.5.Above-market earnings on deferred compensation which is not tax-qualified; 2.1.16.6.Other compensation,if the aggregate value of all such other compensation (e.g., severance,termination payments,value of life insurance paid on behalf of the employee,perquisites or property)for the Executive exceeds $10,000. 2.1.17.“Transparency Act”means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109-282),as amended by §6202 of Public Law 110-252. 2.1.18.“Uniform Guidance”means the Office of Management and Budget Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards.The terms and conditions of the Uniform Guidance flow down to Awards to Subrecipients unless the Uniform Guidance or the terms and conditions of the Federal Award specifically indicate otherwise. 2.1.19.“Unique Entity ID”means the Unique Entity ID established by the federal government for a Grantee at https://sam.gov/content/home. 3.COMPLIANCE. 3.1.Grantee shall comply with all applicable provisions of the Transparency Act and the regulations issued pursuant thereto,all provisions of the Uniform Guidance,and all applicable Federal Laws and regulations required by this Federal Award Any revisions to such provisions or regulations shall automatically become a part of these Federal Provisions, without the necessity of either party executing any further instrument.The State of Colorado, at its discretion,may provide written notification to Grantee of such revisions,but such notice shall not be a condition precedent to the effectiveness of such revisions. 3.2.Per US Treasury Final Award requirements,grantee programs or services must not include a term or conditions that undermines efforts to stop COVID-19 or discourages compliance with recommendations and CDC guidelines. 4.SYSTEM FOR AwAnD MANAGEMENT (SAM)AND UNIQUE ENTITY ID (UEI)REQUIREMENTS. 4.1.SAM.Grantee shall maintain the currency of its information in SAM until the Grantee submits the final financial report required under the Award or receives final payment, whichever is later.Grantee shall review and update SAM information at least annually after the initial registration,and more frequently if required by changes in the information. 4.2.UEL Grantee shall provide its Unique Entity ID to its Prime Recipient,and shall update Grantee’s information at https //www.sam.Rov at least annually after the initial registration, and more frequently if required by changes in Grantee’s information. 5.TOTAL COMPENSATION. Exhibit D Page 3 of 16 v~um 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 5.1.Grantee shall include Total Compensation in SAM for each of its five most highly compensated Executives for the preceding fiscal year if: 5.1.1.The total Federal funding authorized to date under the Award is $30,000 or more;and 5.1.2.In the preceding fiscal year,Grantee received: 5.1.2.1.80%or more of its annual gross revenues from Federal procurement Agreements and Subcontractors and/or Federal financial assistance Awards or Subawards subject to the Transparency Act;and 5.1.2.2.$30,000,000 or more in annual gross revenues from Federal procurement Agreements and Subcontractors and/or Federal financial assistance Awards or Subawards subject to the Transparency Act;and 5.1.2.3.5.1.2.3 The public does not have access to information about the compensation of such Executives through periodic reports filed under section 13(a)or 15(d)of the Securities Exchange Act of 1934 (15 U.S.C.78m(a),78o(d)or §6104 of the Internal Revenue Code of 1986. 6.REPORTING. 6.1.If Grantee is a Subrecipient of the Award pursuant to the Transparency Act,Grantee shall report data elements to SAM and to the Prime Recipient as required in this Exhibit.No direct payment shall be made to Grantee for providing any reports required under these Federal Provisions and the cost of producing such reports shall be included in the Grant price.The reporting requirements in this Exhibit are based on guidance from the 0MB,and as such are subject to change at any time by 0MB.Any such changes shall be automatically incorporated into this Grant and shall become part of Grantee’s obligations under this Grant. 7.EFFECTIVE DAn iOffl DOLLAR THRESHOLD FOR FEDERAL REPORTING. 7.1.Reporting requirements in §8 below apply to new Awards as of October 1,2010,if the initial award is $30,000 or more.If the initial Award is below $30,000 but subsequent Award modifications result in a total Award of $30,000 or more,the Award is subject to the reporting requirements as of the date the Award exceeds $30,000.If the initial Award is $30,000 or more,but funding is subsequently de-obligated such that the total award amount falls below $30,000,the Award shall continue to be subject to the reporting requirements.If the total award is below $30,000 no reporting required;if more than $30,000 and less than $50,000 then FFATA reporting is required;and,$50,000 and above SLFRF reporting is required. 7.2.The procurement standards in §9 below are applicable to new Awards made by Prime Recipient as of December 26,2015.The standards set forth in §11 below are applicable to audits of fiscal years beginning on or after December 26,2014. 8.SUBRECIPIENT REPORTING REQUIREMENTS. 8.1.Grantee shall report as set forth below. 8.1.1.Grantee shall use the SLFRF Subrecipient Quarterly Report Workbook as referenced in Exhibit F to report to the State Agency within ten (10)days following each quarter ended September,December,March and June.Additional information on specific requirements are detailed in the SLFRF Subrecipient Quarterly Report Workbooks and “Compliance and Reporting Guidance,State and Local Fiscal Recovery Funds”report available at www.treasury.gov. Exhibit D Page 4 of 16 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Exhibit D Page 5 of 16 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EC 1—Public Health All Public Health Projects a)Description of structure and objectives b)Description of relation to COVID-19 c)Identification of impacted and/or disproportionately impacted communities d)Capital Expenditures i.Presence of capital expenditure in project ii.Total projected capital expenditure iii.Type of capital expenditure iv.Written justification v.Labor reporting COVID-19 Interventions and Mental Health (1.4,1.11,1.12,1.13) a)Amount of total project used for evidence-based programs b)Evaluation plan description COVID-19 Small Business Economic Assistance (1.8) a)Number of small businesses served COVID-19 Assistance to Non-Profits (1.9) a)Number of non-profits served COVID-19 Aid to Travel,Tourism,and Hospitality or Other Impacted Industries (1.10) a)Sector of employer b)Purpose of funds EC 2—Ne2ative Economic Impacts All Negative Economic Impacts Projects a)Description of project structure and objectives b)Description of project’s response to COVID-19 c)Identification of impacted and/or disproportionately impacted communities d)Amount of total project used for evidence-based programs and description of evaluation plan (not required for 2.5,2.8,2.21-2.24,2.2 7-2.29,2.31,2.34-2.3 6) e)Number of workers enrolled in sectoral job training programs 0 Number of workers completing sectoral job training programs g)Number of people participating in summer youth employment programs h)Capital Expenditures i.Presence of capital expenditure in project ii.Total projected capital expenditure iii.Type of capital expenditure iv.Written justification v.Labor reporting Household Assistance (2.1-2.8) a)Number of households served Exhibit D Page 6 of 16 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 b)Number of people or households receiving eviction prevention services (2.2 &2.5 only) (Federal guidance may change this requirement in July 2022) c)Number of affordable housing units preserved or developed (2.2 &2.5 only)(Federal guidance may change this requirement in July 2022) Healthy Childhood Environments (2.11-2.13) a)Number of children served by childcare and early learning (Federal guidance may change this requirement in July 2022) b)Number of families served by home visiting (Federal guidance may change this requirement in July 2022) Education Assistance (2.14,2.24-2.27) a)National Center for Education Statistics (“NCES”)School ID or NCES District ID b)Number of students participating in evidence-based programs (Federal guidance may change this requirement in July 2022) Housing Support (2.15,2.16,2.18) a)Number of people or households receiving eviction prevention services (Federal guidance may change this requirement in July 2022) b)Number of affordable housing units preserved or developed (Federal guidance may change this requirement in July 2022) Small Business Economic Assistance (2.29-2.33) a)Number of small businesses sewed Assistance to Non-Profits (2.34) a)Number of non-profits sewed Aid to Travel,Tourism,and Hospitality or Other Impacted Industries (2.35-2.36) a)Sector of employer b)Purpose of funds c)If other than travel,tourism and hospitality (2.36)—description of hardship EC 3 —Public Health —Ne2ative Economic Impact:Public Sector Capacity Payroll for Public Health and Safety Employees (EC 3.1) a)Number of government FTEs responding to COVID-19 Rehiring Public Sector Staff (EC 3.2) a)Number of FTEs rehired by governments EC 4—Premium Pay All Premium Pay Projects a)List of sectors designated as critical by the chief executive of the jurisdiction,if beyond those listed in the final rule b)Numbers of workers served c)Employer sector for all subawards to third-party employers d)Writt en narrative justification of how premium pay is responsive to essential work during the public health emergency for non-exempt workers or those making over 150 percent of the state/county’s average annual wage Exhibit D Page 7 of 16 vasion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 e)Number of workers to be served with premium pay in K-12 schools EC 5—Infrastructure Projects All Infrastructure Projects a)Projected/actual construction start date (month/year) b)Projected/actual initiation of operations date (month/year) c)Location (for broadband,geospatial data of locations to be served) d)Projects over $10 million i.Prevailing wage certification or detailed project employment and local impact report ii.Project labor agreement certification or project workforce continuity plan iii.Prioritization of local hires iv.Community benefit agreement description,if applicable Water and sewer projects (EC 5.1-5.18) a)National Pollutant Discharge Elimination System (NPDES)Permit Number (if applicable;for projects aligned with the Clean Water State Revolving Fund) b)Public Water System (PWS)ID number (if applicable;for projects aligned with the Drinking Water State Revolving Fund) c)Median Household Income of service area d)Lowest Quintile Income of the service area Broadband projects (EC 5.19-5.21) a)Confirm that the project is designed to,upon completion,reliably meet or exceed symmetrical 100 Mbps download and upload speeds. i.If the project is not designed to reliably meet or exceed symmetrical 100 Mbps download and upload speeds,explain why not,and ii.Confirm that the project is designed to,upon completion,meet or exceed 100 Mbps download speed and between at least 20 Mbps and 100 Mbps upload speed,and be scalable to a minimum of 100 Mbps download speed and 100 Mbps upload speed. b)Additional programmatic data will be required for broadband projects and will be defined in a subsequent version of the US Treasury Reporting Guidance,including,but not limited to (Federal guidance may change this requirement in July 2022): i.Number of households (broken out by households on Tribal lands and those not on Tribal lands)that have gained increased access to broadband meeting the minimum speed standards in areas that previously lacked access to service of at least 25 Mbps download and 3 Mbps upload,with the number of households with access to minimum speed standard of reliable 100 Mbps symmetrical upload and download and number of households with access to minimum speed standard of reliable 100 Mbps download and 20 Mbps upload ii.Number of institutions and businesses (broken out by institutions on Tribal lands and those not on Tribal lands)that have projected increased access to broadband meeting the minimum speed standards in areas that previously Exhibit D Page 8 of 16 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 lacked access to service of at least 25 Mbps download and 3 Mbps upload,in each of the following categories:business,small business,elementary school, secondary school,higher education institution,library,healthcare facility,and public safety organization,with the number of each type of institution with access to the minimum speed standard of reliable 100 Mbps symmetrical upload and download;and number of each type of institution with access to the minimum speed standard of reliable 100 Mbps download and 20 Mbps upload. iii.Narrative identifying speeds/pricing tiers to be offered,including the speed/pricing of its affordability offering,technology to be deployed,miles of fiber,cost per mile,cost per passing,number of households (broken out by households on Tribal lands and those not on Tribal lands)projected to have increased access to broadband meeting the minimum speed standards in areas that previously lacked access to service of at least 25 Mbps download and 3 Mbps upload,number of households with access to minimum speed standard of reliable 100 Mbps symmetrical upload and download,number of households with access to minimum speed standard of reliable 100 Mbps download and 20 Mbps upload,and number of institutions and businesses (broken out by institutions on Tribal lands and those not on Tribal lands) projected to have increased access to broadband meeting the minimum speed standards in areas that previously lacked access to service of at least 25 Mbps download and 3 Mbps upload,in each of the following categories:business, small business,elementary school,secondary school,higher education institution,library,healthcare facility,and public safety organization.Specify the number of each type of institution with access to the minimum speed standard of reliable 100 Mbps symmetrical upload and download;and the number of each type of institution with access to the minimum speed standard of reliable 100 Mbps download and 20 Mbps upload. All Expenditure Categories a)Program income earned and expended to cover eligible project costs 8.1.2.A Subrecipient shall report the following data elements to Prime Recipient no later than five days after the end of the month following the month in which the Subaward was made. 8.1.2.1.Subrecipient Unique Entity ID; 8.1.2.2.Subrecipient Unique Entity ID if more than one electronic funds transfer (EFT) account; 8.1.2.3.Subrecipient parent’s organization Unique Entity ID; 8.1.2.4.Subrecipient’s address,including:Street Address,City,State,Country,Zip +4, and Congressional District; Exhibit D Page 9 of 16 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 8.1.2.5.Subrecipient’s top 5 most highly compensated Executives if the criteria in §4 above are met;and 8.1.2.6.Subrecipient’s Total Compensation of top 5 most highly compensated Executives if the criteria in §4 above met. 8.1.3.To Prime Recipient.A Subrecipient shall report to its Prime Recipient,the following data elements: 8.1.3.1.Subrecipient’s Unique Entity IDas registered in SAM. 8.1.3.2.Primary Place of Performance Information,including:Street Address,City,State, Country,Zip code +4,and Congressional District. 8.1.3.3.Narrative identifying methodology for serving disadvantaged communities.See the “Project Demographic Distribution”section in the “Compliance and Reporting Guidance,State and Local Fiscal Recovery Funds”report available at www.treasury.gov.This requirement is applicable to all projects in Expenditure Categories 1 and 2. 8.1.3.4.Narrative identifying funds allocated towards evidenced-based interventions and the evidence base.See the “Use of Evidence”section in the “Compliance and Reporting Guidance,State and Local Fiscal Recovery Funds”report available at www.treasury.gov.See section 8.1.1 for relevant Expenditure Categories. 8.1.3.5.Narrative describing the structure and objectives of the assistance program and in what manner the aid responds to the public health and negative economic impacts of COVID-1 9.This requirement is applicable to Expenditure Categories 1 and 2. For aid to travel,tourism,and hospitality or other impacted industries (EC 2.11- 2.12),also provide the sector of employer,purpose of funds,and if not travel, tourism and hospitality a description of the pandemic impact on the industry. 8.1.3.6.Narrative identifying the sector served and designated as critical to the health and well-being of residents by the chief executive of the jurisdiction and the number of workers expected to be served.For groups of workers (e.g.,an operating unit, a classification of worker,etc.)or,to the extent applicable,individual workers, other than those where the eligible worker receiving premium pay is earning (with the premium pay included)below 150 percent of their residing state or county’s avenge annual wage for all occupations,as defined by the Bureau of Labor Statistics Occupational Employment and Wage Statistics,whichever is higher, OR the eligible worker receiving premium pay is not exempt from the Fair Labor Standards Act overtime provisions,include justification of how the premium pay or grant is responsive to workers performing essential work during the public health emergency.This could include a description of the essential workers’ duties,health or financial risks faced due to COVID-19 but should not include personally identifiable information.This requirement applies to EC 4.1,and 4.2. 8.1.3.7.For infrastructure projects (EC 5),or capital expenditures in any expenditure category,narrative identifying the projected construction start date (month/year), projected initiation of operations date (month/year),and location (for broadband, geospatial location data). 8.1.3.7.1.For projects over $10 million: Exhibit D Page 10 of 16 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 8.1.3.7.1.1.Certification that all laborers and mechanics employed by Contractors and Subcontractors in the performance of such project are paid wages at rates not less than those prevailing,as determined by the U.S.Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40,United States Code (commonly known as the “Davis-Bacon Act”),for the corresponding classes of laborers and mechanics employed on projects of a character similar to the Agreement work in the civil subdivision of the State (or the District of Columbia) in which the work is to be performed,or by the appropriate State entity pursuant to a corollary State prevailing-wage-in-construction law (commonly known as “baby Davis-Bacon Acts”).If such certification is not provided,a recipient must provide a project employment and local impact report detailing (1)the number of employees of Contractors and sub-contractors working on the project;(2)the number of employees on the project hired directly and hired through a third party; (3)the wages and benefits of workers on the project by classification;and (4) whether those wages are at rates less than those prevailing.Recipients must maintain sufficient records to substantiate this information upon request. 8.1.3.7.2.A Subrecipient may provide a certification that a project includes a project labor agreement,meaning a pre-hire collective bargaining agreement consistent with section 8(f)of the National Labor Relations Act (29 U.S.C. 158(f)).If the recipient does not provide such certification,the recipient must provide a project workforce continuity plan,detailing:(1)how the Subrecipient will ensure the project has ready access to a sufficient supply of appropriately skilled and unskilled labor to ensure high-quality construction throughout the life of the project;(2)how the Subrecipient will minimize risks of labor disputes and disruptions that would jeopardize timeliness and cost- effectiveness of the project;and (3)how the Subrecipient will provide a safe and healthy workplace that avoids delays and costs associated with workplace illnesses,injuries,and fatalities;(4)whether workers on the project will receive wages and benefits that will secure an appropriately skilled workforce in the context of the local or regional labor market;and (5)whether the project has completed a project labor agreement. 8.1.3.7.3.Whether the project prioritizes local hires. 8.1.3.7.4.Whether the project has a Community Benefit Agreement,with a description of any such agreement. 8.1.4.Subrecipient also agrees to comply with any reporting requirements established by the US Treasury,Governor’s Office and Office of the State Controller.The State of Colorado may need additional reporting requirements after this agreement is executed.If there are additional reporting requirements,the State will provide notice of such additional reporting requirements via Exhibit G SLFRF Reporting Modification Form. Exhibit D Page 11 of 16 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 9.PROCUREMENT STANDARDS. 9.1.Procurement Procedures.A Subrecipient shall use its own documented procurement procedures which reflect applicable State,local,and Tribal laws and applicable regulations, provided that the procurements conform to applicable Federal law and the standards identified in the Uniform Guidance,including without limitation,2 CFR 200.318 through 200.327 thereof. 9.2.Domestic preference for procurements (2 CFR 200.322).As appropriate and to the extent consistent with law,the non-Federal entity should,to the greatest extent practicable under a Federal award,provide a preference for the purchase,acquisition,or use of goods,products, or materials produced in the United States (including but not limited to iron,aluminum,steel, cement,and other manufactured products).The requirements of this section must be included in all subawards including all Agreements and purchase orders for work or products under this award. 9.3.Procurement of Recovered Materials.If a Subrecipient is a State Agency or an agency of a political subdivision of the State,its Contractors must comply with section 6002 of the Solid Waste Disposal Act,as amended by the Resource Conservation and Recovery Act.The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA)at 40 CFR part 247,that contain the highest percentage of recovered materials practicable,consistent with maintaining a satisfactory level of competition,where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000;procuring solid waste management services in a manner that maximizes energy and resource recovery;and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 10.ACCESS TO RECORDS. 10.1.A Subrecipient shall permit Prime Recipient and its auditors to have access to Subrecipient’s records and financial statements as necessary for Recipient to meet the requirements of 2 CFR 200.332 (Requirements for pass-through entities),2 CFR 200.300 (Statutory and national policy requirements)through 2 CFR 200.309 (Period of performance),and Subpart F-Audit Requirements of the Uniform Guidance. 11.SINGLE AuDIT REQUIREMENTS. 11.1.If a Subrecipient expends $750,000 or more in Federal Awards during the Subrecipient’s fiscal year,the Subrecipient shall procure or arrange for a single or program-specific audit conducted for that year in accordance with the provisions of Subpart F-Audit Requirements of the Uniform Guidance,issued pursuant to the Single Audit Act Amendments of 1996,(31 U.S.C.7501-7507).2 CFR 200.501. Exhibit D Page 12 of 16 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 11.1.1.Election.A Subrecipient shall have a single audit conducted in accordance with Uniform Guidance 2 CFR 200.514 (Scope of audit),except when it elects to have a program- specific audit conducted in accordance with 2 CFR 200.507 (Program-specific audits). The Subrecipient may elect to have a program-specific audit if Subrecipient expends Federal Awards under only one Federal program (excluding research and development) and the Federal program’s statutes,regulations,or the terms and conditions of the Federal award do not require a financial statement audit of Prime Recipient.A program-specific audit may not be elected for research and development unless all of the Federal Awards expended were received from Recipient and Recipient approves in advance a program- specific audit. 11.1.2.Exemption.If a Subrecipient expends less than $750,000 in Federal Awards during its fiscal year,the Subrecipient shall be exempt from Federal audit requirements for that year,except as noted in 2 CFR 200.503 (Relation to other audit requirements),but records shall be available for review or audit by appropriate officials of the Federal agency,the State,and the Government Accountability Office. 11.1.3.Subrecipient Compliance Responsibility.A Subrecipient shall procure or otherwise arrange for the audit required by Subpart F of the Uniform Guidance and ensure it is properly performed and submitted when due in accordance with the Uniform Guidance. Subrecipient shall prepare appropriate financial statements,including the schedule of expenditures of Federal awards in accordance with 2 CFR 200.510 (Financial statements) and provide the auditor with access to personnel,accounts,books,records,supporting documentation,and other information as needed for the auditor to perform the audit required by Uniform Guidance Subpart F-Audit Requirements. 12.GRANT PRovIsIoNs FOR SUBRECIPIENT AGREEMENTS. 12.1.In addition to other provisions required by the Federal Awarding Agency or the Prime Recipient,Grantees that are Subrecipients shall comply with the following provisions. Subrecipients shall include all of the following applicable provisions in all Subcontractors entered into by it pursuant to this Grant. 12.1.1.[Applicable to federally assisted construction Agreements.]Equal Employment Opportunity.Except as otherwise provided under 41 CFR Part 60,all Agreements that meet the definition of “federally assisted construction Agreement”in 41 CFR Part 60-1.3 shall include the equal opportunity clause provided under 41 CFR 60-1.4(b),in accordance with Executive Order 11246,“Equal Employment Opportunity”(30 FR 12319,12935,3 CFR Part,1964-1965 Comp.,p.339),as amended by Executive Order 11375,“Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60,Office of Federal Agreement Compliance Programs,Equal Employment Opportunity,Department of Labor. 12.1.2.[Applicable to on-site employees working on government-funded construction,alteration and repair projects.]Davis-Bacon Act.Davis-Bacon Act,as amended (40 U.S.C.3 141- 3148). Exhibit D Page 13 of 16 v~km 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 12.1.3.Rights to Inventions Made Under a grant or agreement.If the Federal Award meets the definition of “funding agreement”under 37 CFR 401.2 (a)and the Prime Recipient or Subrecipient wishes to enter into an Agreement with a small business firm or nonprofit organization regarding the substitution of parties,assignment or performance of experimental,developmental,or research work under that “funding agreement,”the Prime Recipient or Subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,Agreements and Cooperative Agreements,”and any implementing regulations issued by the Federal Awarding Agency. 12.1.4.Clean Air Act (42 U.S.C.7401-7671q.)and the Federal Water Pollution Control Act (33 U.S.C.1251-1387),as amended.Agreements and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal awardees to agree to comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act (42 U.S.C.7401-767 lq)and the Federal Water Pollution Control Act as amended (33 U.S.C.1251-1387).Violations must be reported to the Federal Awarding Agency and the Regional Office of the Environmental Protection Agency (EPA). 12.1.5.Debarment and Suspension (Executive Orders 12549 and 12689).A Agreement award (see 2 CFR 180.220)must not be made to parties listed on the government wide exclusions in SAM,in accordance with the 0MB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp.,p.189)and 12689 (3 CFR part 1989 Comp.,p.235),“Debarment and Suspension.”SAM Exclusions contains the names of parties debarred,suspended,or otherwise excluded by agencies,as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 12.1.6.Byrd Anti-Lobbying Amendment (31 U.S.C.1352).Contractors that apply or bid for an award exceeding $100,000 must file the required certification.Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency,a member of Congress,officer or employee of Congress,or an employee of a member of Congress in connection with obtaining any Federal Agreement,grant or any other award covered by 31 U.S.C.1352.Each tier must also disclose any lobbying with non-Federal fUnds that takes place in connection with obtaining any Federal award.Such disclosures are forwarded from tier to tier up to the non-Federal award. 12.1.7.Never Contract with the Enemy (2 CFR 200.215).Federal awarding agencies and recipients are subject to the regulations implementing “Never Contract with the Enemy” in 2 CFR part 183.The regulations in 2 CFR part 183 affect covered Agreements,grants and cooperative agreements that are expected to exceed $50,000 within the period of performance,are performed outside the United States and its territories,and are in support of a contingency operation in which members of the Armed Forces are actively engaged in hostilities. 12.1.8.Prohibition on certain telecommunications and video surveillance services or equipment (2 CFR 200.2 16).Grantee is prohibited from obligating or expending loan or grant funds on certain telecommunications and video surveillance services or equipment pursuant to 2 CFR 200.216. Exhibit V Page 14 of 16 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 12.1.9.Title VI of the Civil Rights Act.The Subgrantee,Contractor,Subcontractor,transferee,and assignee shall comply with Title VI of the Civil Rights Act of 1964,which prohibits recipients of federal financial assistance from excluding from a program or activity,denying benefits of,or otherwise discriminating against a person on the basis of race,color,or national origin (42 U.S.C.§2000d et seq.),as implemented by the Department of Treasury’s Title VI regulations,31 CFR Part 22,which are herein incorporated by reference and made a part of this Agreement (or agreement).Title VI also includes protection to persons with “Limited English Proficiency”in any program or activity receiving federal financial assistance,42 U.S. C.§2000d et seq.,as implemented by the Department of the Treasury’s Title VI regulations, 31 CRF Part 22,and herein incorporated by reference and made part of this Agreement or agreement. 13.CERTIFICATIONS. 13.1.Subrecipient Certification.Subrecipient shall sign a “State of Colorado Agreement with Recipient of Federal Recovery Funds”Certification Form in Exhibit E and submit to State Agency with signed grant agreement. 13.2.Unless prohibited by Federal statutes or regulations,Prime Recipient may require Subrecipient to submit certifications and representations required by Federal statutes or regulations on an annual basis.2 CFR 200.208.Submission may be required more frequently if Subrecipient fails to meet a requirement of the Federal award.Subrecipient shall certi&in writing to the State at the end of the Award that the project or activity was completed or the level of effort was expended.2 CFR 200.201(3).If the required level of activity or effort was not carried out,the amount of the Award must be adjusted. 14.ExnwrIoNS. 14.1.These Federal Provisions do not apply to an individual who receives an Award as a natural person,unrelated to any business or non-profit organization he or she may own or operate in his or her name. 14.2.A Grantee with gross income from all sources of less than $300,000 in the previous tax year is exempt from the requirements to report Subawards and the Total Compensation of its most highly compensated Executives. 15.Evucr OF DEFAULT AND TERMiNATION. 15.1.Failure to comply with these Federal Provisions shall constitute an event of default under the Grant and the State of Colorado may terminate the Grant upon 30 days prior written notice if the default remains uncured five calendar days following the termination of the 30-day notice period.This remedy will be in addition to any other remedy available to the State of Colorado under the Grant,at law or in equity. 15.2.Termination (2 CFR 200.340).The Federal Award may be terminated in whole or in part as follows: 15.2.1.By the Federal Awarding Agency or Pass-through Entity,if a Non-Federal Entity fails to comply with the terms and conditions of a Federal Award; 15.2.2.By the Federal awarding agency or Pass-through Entity,to the greatest extent authorized bylaw,if an award no longer effectuates the program goals or agency priorities; Exhibit D Page 15 of 16 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 15.2.3.By the Federal awarding agency or Pass-through Entity with the consent of the Non Federal Entity,in which case the two parties must agree upon the tennination conditions, including the effective date and,in the case of partial termination,the portion to be terminated; 15.2.4.By the Non-Federal Entity upon sending to the Federal Awarding Agency or Pass- through Entity written notification setting forth the reasons for such termination,the effective date,and,in the case of partial termination,the portion to be terminated. However,if the Federal Awarding Agency or Pass-through Entity determines in the case of partial termination that the reduced or modified portion of the Federal Award or Subaward will not accomplish the purposes for which the Federal Award was made,the Federal Awarding Agency or Pass-through Entity may terminate the Federal Award in its entirety;or 15.2.5.By the Federal Awarding Agency or Pass-through Entity pursuant to termination provisions included in the Federal Award. Exhibit D Page 16 of 16 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Exhibit E,AGREEMENT WITH SUBRECIPIENT OF FEDERAL RECOVERY FUNDS Section 602(b)of the Social Security Act (the Act),as added by section 9901 of the American Rescue Plan Act (ARPA),Pub.L.No.117-2 (March 11,2021),authorizes the Department of the Treasury (Treasury)to make payments to certain Subrecipients from the Coronavirus State Fiscal Recovery Fund.The State of Colorado has signed and certified a separate agreement with Treasury as a condition of receiving such payments from the Treasury.This agreement is between your organization and the State and your organization is signing and certif3,ing the same terms and conditions included in the State’s separate agreement with Treasury.Your organization is referred to as a Subrecipient. As a condition of your organization receiving federal recovery fUnds from the State,the authorized representative below hereby (i)certifies that your organization will carry out the activities listed in section 602(c)of the Act and (ii)agrees to the terms attached hereto.Your organization also agrees to use the federal recovery funds as specified in bills passed by the General Assembly and signed by the Governor. Under penalty of perjury,the undersigned official certifies that the authorized representative has read and understood the organization’s obligations in the Assurances of Compliance and Civil Rights Requirements,that any information submitted in conjunction with this assurances document is accurate and complete,and that the organization is in compliance with the nondiscrimination requirements. Subrecipient Name Authorized Representative: Title: Signature:____________________________ Exhibit E Page 1 of 9 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 AGREEMENT WITH SUBRECIPIENT OF FEDERAL RECOVERY FUNDS TERMS AND CONDITIONS Use of Funds. a.Subrecipient understands and agrees that the funds disbursed under this award may only be used in compliance with section 602(c)of the Social Security Act (the Act)and Treasury’s regulations implementing that section and guidance. b.Subrecipient will determine prior to engaging in any project using this assistance that it has the institutional,managerial,and financial capability to ensure proper planning, management,and completion of such project. 2.Period of Performance.The period of performance for this subaward is shown on page one of this Agreement.Subrecipient may use funds to cover eligible costs incurred,as set forth in Treasury’s implementing regulations,during this period of performance. 3.Reporting.Subrecipient agrees to comply with any reporting obligations established by Treasury as they relate to this award.Subrecipient also agrees to comply with any reporting requirements established by the Governor’s Office and Office of the State Controller.The State will provide notice of such additional reporting requirements via Exhibit G Reporting Modification Form. 4.Maintenance of and Access to Records a.Subrecipient shall maintain records and fmancial documents sufficient to evidence compliance with section 602(c),Treasury’s regulations implementing that section,and guidance issued by Treasury regarding the foregoing. b.The Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives,shall have the right of access to records (electronic and otherwise)of Subrecipient in order to conduct audits or other investigations. c.Records shall be maintained by Subrecipient for a period of five (5)years after all funds have been expended or returned to Treasury,whichever is later. Pre-award Costs.Pre-award costs,as defined in 2 C.F.R.§200.458,may not be paid with funding from this award. 6.Administrative Costs.Subrecipient may use fUnds provided under this award to cover both direct and indirect costs.Subrecipient shall follow guidance on administrative costs issued by the Governor’s Office and Office of the State Controller. Exhibit E Page 2 of 9 venion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 7.Cost Sharing.Cost sharing or matching funds are not required to be provided by Subrecipient. 8.Conflicts of Interest.The State of Colorado understands and agrees it must maintain a conflict of interest policy consistent with 2 C.F.R.§200.318(c)and that such conflict of interest policy is applicable to each activity funded under this award.Subrecipient and Contractors must disclose in writing to the Office of the State Controller or the pass-through entity,as appropriate, any potential conflict of interest affecting the awarded funds in accordance with 2 C.F.R.§ 200.112.The Office of the State Controller shall disclose such conflict to Treasury. ~Compliance with Applicable Law and Regulations. a.Subrecipient agrees to comply with the requirements of section 602 of the Act, regulations adopted by Treasury pursuant to section 602(f)of the Act,and guidance issued by Treasury regarding the foregoing.Subrecipient also agrees to comply with all other applicable federal statutes,regulations,and executive orders,and Subrecipient shall provide for such compliance by other parties in any agreements it enters into with other parties relating to this award. b.Federal regulations applicable to this award include,without limitation,the following: i.Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards,2 C.F.R.Part 200,other than such provisions as Treasury may determine are inapplicable to this Award and subject to such exceptions as may be otherwise provided by Treasury.Subpart F Audit Requirements of the Uniform Guidance,implementing the Single Audit Act, shall apply to this award. ii.Universal Identifier and System for Award Management (SAM),2 C.F.R.Part 25,pursuant to which the award term set forth in Appendix A to 2 C.F.R.Part 25 is hereby incorporated by reference. iii.Reporting Subaward and Executive Compensation Information,2 C.F.R.Part 170,pursuant to which the award term set forth in Appendix A to 2 C.F.R.Part 170 is hereby incorporated by reference. iv.0MB Guidelines to Agencies on Government wide Debarment and Suspension (Nonprocurement),2 C.F.R.Part 180,including the requirement to include a term or condition in all lower tier covered transactions (Agreements and Subcontractors described in 2 C.F.R.Part 180,subpart B)that the award is subject to 2 C.F.R.Part 180 and Treasury’s implementing regulation at 31 C.F.R.Part 19. v.Subrecipient Integrity and Performance Matters,pursuant to which the award term set forth in 2 C.F.R.Part 200,Appendix XII to Part 200 is hereby incorporated by reference. Exhibit E Page 3 of 9 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 vi.Government wide Requirements for Drug-Free Workplace,31 C.F.R.Part 20. vii.New Restrictions on Lobbying,31 C.F.R.Part 21. viii.Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C.§~4601-4655)and implementing regulations. ix.Generally applicable federal environmental laws and regulations. c.Statutes and regulations prohibiting discrimination applicable to this award include, without limitation,the following: i.Title VI of the Civil Rights Act of 1964 (42 U.S.C.§~2000d et seq.)and Treasury’s implementing regulations at 31 C.F.R.Part 22,which prohibit discrimination on the basis of race,color,or national origin under programs or activities receiving federal financial assistance; ii.The Fair Housing Act,Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §~3601 et seq.),which prohibits discrimination in housing on the basis of race,color,religion,national origin,sex,familial status,or disability; iii.Section 504 of the Rehabilitation Act of 1973,as amended (29 U.S.C.§794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; iv.The Age Discrimination Act of 1975,as amended (42 U.S.C.§~6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R.Part 23,which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance;and v.Title II of the Americans with Disabilities Act of 1990,as amended (42 U.S.C. §~12101 et seq.),which prohibits discrimination on the basis of disability under programs,activities,and services provided or made available by state and local governments or instrumentalities or agencies thereto. Remedial Actions.In the event of Subrecipient’s noncompliance with section 602 of the Act,other applicable laws,Treasury’s implementing regulations,guidance,or any reporting or other program requirements,Treasury may impose additional conditions on the receipt of a subsequent tranche of future award funds,if any,or take other available remedies as set forth in 2 C.F.R.§200.339.In the case of a violation of section 602(c)of the Act regarding the use of funds,previous payments shall be subject to recoupment as Exhibit E Page 4 of 9 vasion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 10 provided in section 602(e)of the Act and any additional payments may be subject to withholding as provided in sections 602(b)(6)(A)(ii)(Ifl)of the Act,as applicable. 11.Hatch Act.Subrecipient agrees to comply,as applicable,with requirements of the Hatch Act (5 U.S.C.~1501-1508 and 7324-7328),which limit certain political activities of State or local government employees whose principal employment is in connection with an activity financed in whole or in part by this federal assistance. 12 False Statements.Subrecipient understands that making false statements or claims in connection with this award is a violation of federal law and may result in criminal,civil,or administrative sanctions,including fines,imprisonment,civil damages and penalties, debarment from participating in federal awards or Agreements,and/or any other remedy available by law. 13.Publications.Any publications produced with funds from this award must display the following language:“This project [is being][was]supported,in whole or in part,by federal award number SLFRFO126 awarded to the State of Colorado by the U.S. Department of the Treasury.” 14.Debts Owed the Federal Government. a.Any fUnds paid to the Subrecipient (1)in excess of the amount to which the Subrecipient is finally determined to be authorized to retain under the terms of this award;(2)that are determined by the Treasury Office of Inspector General to have been misused;or (3)that are determined by Treasury to be subject to a repayment obligation pursuant to sections 602(e)and 603(b)(2)(D)of the Act and have not been repaid by the Subrecipient shall constitute a debt to the federal government. b.Any debts determined to be owed to the federal government must be paid promptly by Subrecipient.A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment,unless other satisfactory arrangements have been made or if the Subrecipient knowingly or improperly retains funds that are a debt as defmed in paragraph 14(a).Treasury will take any actions available to it to collect such a debt. 15.Disclaimer. a.The United States expressly disclaims any and all responsibility or liability to Subrecipient or third persons for the actions of Subrecipient or third persons resulting in death,bodily injury,property damages,or any other losses resulting in any way from the performance of this award or any other losses resulting in any way from the performance of this award or any Agreement,or Subcontractor under this award. b.The acceptance of this award by Subrecipient does not in any way establish an agency relationship between the United States and Subrecipient. 16.Protections for Whistleblowers. a.In accordance with 41 U.S.C.§4712,Subrecipient may not discharge,demote,or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below,information that the employee reasonably Exhibit E Page 5 of 9 v~i~3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 believes is evidence of gross mismanagement of a federal Agreement or grant,a gross waste of federal funds,an abuse of authority relating to a federal Agreement or grant, a substantial and specific danger to public health or safety,or a violation of law,rule, or regulation related to a federal Agreement (including the competition for or negotiation of an Agreement)or grant. b.The list of persons and entities referenced in the paragraph above includes the following: 1.A member of Congress or a representative of a committee of Congress; ii.An Inspector General; iii.The Government Accountability Office; iv.A Treasury employee responsible for Agreement or grant oversight or management; v.An authorized official of the Department of Justice or other law enforcement agency; vi.Acourtorgrandjury;or vii.A management official or other employee of Subrecipient,Contractor,or Subcontractor who has the responsibility to investigate,discover,or address misconduct. c.Subrecipient shall inform its employees in writing of the rights and remedies provided under this section,in the predominant native language of the workforce. 17.Increasing Seat Belt Use in the United States.Pursuant to Executive Order 13043,62 FR 19217 (Apr.18,1997),Subrecipient should encourage its Contractors to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company owned,rented or personally owned vehicles. 18.Reducing Text Messaging While Driving.Pursuant to Executive Order 13513,74 FR 51225 (Oct.6,2009),Subrecipient should encourage its employees,Subrecipients,and Contractors to adopt and enforce policies that ban text messaging while driving,and Subrecipient should establish workplace safety policies to decrease accidents caused by distracted drivers. Exhibit E Page 6 of 9 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 ASSURANCES OF COMPLIANCE WITH CIVIL RIGHTS REQUIREMENTS ASSURANCES OF COMPLIANCE WITH TITLE VI OFTHECIVILRIGHTSACTOF 1964 As a condition of receipt of federal financial assistance from the Department of the Treasury,the Subrecipient provides the assurances stated herein.The federal financial assistance may include federal grants,loans and Agreements to provide assistance to the Subrecipient’s beneficiaries,the use or rent of Federal land or property at below market value,Federal training,a loan of Federal personnel,subsidies,and other arrangements with the intention of providing assistance.Federal financial assistance does not encompass Agreements of guarantee or insurance, regulated programs,licenses,procurement Agreements by the Federal government at market value, or programs that provide direct benefits. The assurances apply to all federal financial assistance from or funds made available through the Department of the Treasury,including any assistance that the Subrecipient may request in the future. The Civil Rights Restoration Act of 1987 provides that the provisions of the assurances apply to all of the operations of the Subrecipient’s program(s)and activity(ies),so long as any portion of the Subrecipient’s program(s)or activity(ies)is federally assisted in the manner prescribed above. 1.Subrecipient ensures its current and future compliance with Title VI of the Civil Rights Act of 1964,as amended,which prohibits exclusion from participation,denial of the benefits of,or subjection to discrimination under programs and activities receiving federal financial assistance, of any person in the United States on the ground of race,color,or national origin (42 U.S.C.§ 2000d et seq.),as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166,directives,circulars, policies,memoranda,and/or guidance documents. 2.Subrecipient acknowledges that Executive Order 13166,“Improving Access to Services for Persons with Limited English Proficiency,”seeks to improve access to federally assisted programs and activities for individuals who,because of national origin,have Limited English proficiency (LEP).Subrecipient understands that denying a person access to its programs, services,and activities because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations.Accordingly,Subrecipient shall initiate reasonable steps,or comply with the Department of the Treasury’s directives,to ensure that LEP persons have meaningful access to its programs,services,and activities.Subrecipient understands and agrees that meaningful access may entail providing language assistance services,including oral interpretation and written translation where necessary,to ensure effective communication in the Subrecipient’s programs,services,and activities. 3.Subrecipient agrees to consider the need for language services for LEP persons when Subrecipient develops applicable budgets and conducts programs,services,and activities.As a resource,the Department of the Treasury has published its LEP guidance at 70 FR 6067.For more information on taking reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov. Exhibit E Page 7 of 9 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 4.Subrecipient acknowledges and agrees that compliance with the assurances constitutes a condition of continued receipt of federal financial assistance and is binding upon Subrecipient and Subrecipient’s successors,transferees,and assignees for the period in which such assistance is provided. 5.Subrecipient acknowledges and agrees that it must require any sub-grantees,contractors, subcontractors,successors,transferees,and assignees to comply with assurances 14 above, and agrees to incorporate the following language in every Agreement or agreement subject to Title VI and its regulations between the Subrecipient and the Subrecipient’s sub-grantees, Contractors,Subcontractors,successors,transferees,and assignees: The sub-grantee,Con tractor,Subcontractor,successor,transferee,and assignee shall comply with Title VI of the Civil Rights Act of 1964,which prohibits Subrecipients offederalfinancial assistance from excluding from a program or activity,denying benefits of or otherwise discriminating against a person on the basis of race,color,or national origin (42 US.C.§ 2000d et seq.),as implemented by the Department of the Treasury’s Title VI regulations,31 CFR Part 22,which are herein incorporated by reference and made a pan of this Agreement (or agreement).Title VI also includes protection to persons with “Limited English Proficiency”in any program or activity receiving federalfinancial assistance,42 US.C §2000d et seq.,as implemented by the Department of the Treasury’s Title VI regulations,31 CFR Pan 22,and herein incorporated by reference and made a pan of this Agreement or agreement. 6.Subrecipient understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury,this assurance obligates the Subrecipient,or in the case of a subsequent transfer,the transferee,for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided,this assurance obligates the Subrecipient for the period during which it retains ownership or possession of the property. 7.Subrecipient shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations.Enforcement may include investigation,arbitration,mediation,litigation,and monitoring of any settlement agreements that may result from these actions.The Subrecipient shall comply with information requests,on-site compliance reviews and reporting requirements. 8.Subrecipient shall noti&the OSC,who will report to the Department of Treasury,any complaints of discrimination on the grounds of race,color,or national origin,and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request,a list of all such reviews or proceedings based on the complaint,pending or completed,including outcome. 9.Subrecipient must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance,including any voluntary compliance or other agreements between the Subrecipient and the administrative agency that made the finding.If the Subrecipient settles a case or matter alleging such discrimination,the Subrecipient must provide documentation of the settlement.If Exhibit E Page 8 of 9 Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Subrecipient has not been the subject of any court or administrative agency finding of discrimination,please so state. 10.If the Subrecipient makes sub-awards to other agencies or other entities,the Subrecipient is responsible for ensuring that sub-Subrecipients also comply with Title VI and other applicable authorities covered in this document State agencies that make sub-awards must have in place standard grant assurances and review procedures to demonstrate that that they are effectively monitoring the civil rights compliance of sub-Subrecipients. The United States of America has the right to seek judicial enforcement of the tenns of this assurances document and nothing in this document alters or limits the federal enforcement measures that the United States may take in order to address violations of this document or applicable federal law. Exhibit E Page 9 of 9 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT F,SLFRI?SUBRECIPIENT QUARTERLY REPORT 1.SLFRF SUBRECIPIENT QUARTERLY REPORT WORKBOOK 1.1 The SLFRF Subrecipient Quarterly Report Workbook must be submitted to the State Agency within ten (10)days following each quarter ended September,December,March and June. The SLFRF Subrecipient Quarterly Report Workbook can be found at: httvs~//osc.co1orado.gov/american-rescue-plan-act (see SLFRF Grant Agreement Templates tab) Exhibit F Page 1 of!Version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 Exhibit G -SAMPLE SLFRF REPORTING MODIFICATION FORM Grantee:Grant Agreement No: Project Title:Project No: Project Duration:I To:I From: State Agency: This form serves as notification that there has been a change to the reporting requirements set forth in the original SLFRF Grant Agreement. The following reporting requirements have been (add!remove additional rows as necessary): Updated Reporting Project Number Re~iiffñi Rejñfremenf Requirement Add/DeIetelM By signing this form,the Grantee agrees to and acknowledges the changes to the reporting requirements set forth in the original SLFRF Grant Agreement.All other terms and conditions of the original SLFRF Grant Agreement,with any approved modifications,remain in uuill force and effect. Grantee shall submit this form to the State Agency within 10 business days of the date sent by that Agency. Grantee Date State Agency Grant Manager Date Exhibit G Page 1 of 1 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT H-Ph CERTIFICATION STATE OF COLORADO THIRD PARTY INDIVIDUAL CERTIFICATION FOR ACCESS TO P11 THROUGH A DATABASE OR AUTOMATED NETWORK Pursuant to §24-74-105,C.R.S.,I hereby certil~’under the penalty of perjury that I have not and will not use or disclose any Personal hdentii~’ing Information,as defined by §24-74-102(1),C.R.S.,for the purpose of investigating for,participating in,cooperating with,or assisting Federal Immigration Enforcement,including the enforcement of civil immigration laws,and the Illegal Immigration and Immigrant Responsibility Act,which is codified at 8 U.S.C.§~1325 and 1326,unless required to do so to comply with Federal or State law,or to comply with a court-issued subpoena,warrant or order. Signature:__________________________ Printed Name:________________________ Date: Exhibit H Page 1 of 2 vemion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT H-Ph CERTIFICATION STATE OF COLORADO THIRD PARTY ENTITY /ORGANIZATION CERTIFICATION FOR ACCESS TO LII THROUGH A DATABASE OR AUTOMATED NETWORK Pursuant to §24-74-105,C.R.S.,I,________________,on behalf of________________________ (legal name of entity /organization)(the “Organization”),hereby certi&under the penalty of peijury that the Organization has not and will not use or disclose any Personal Identii~ring Information,as defined by §24-74-102(1),C.R.S.,for the purpose of investigating for,participating in,cooperating with,or assisting Federal Inunigration Enforcement,including the enforcement of civil immigration laws,and the Illegal Immigration and Immigrant Responsibility Act,which is codified at 8 U.S.C.§§ 1325 and 1326,unless required to do so to comply with Federal or State law,or to comply with a court- issued subpoena,warrant or order. I hereby represent and certi&that I have full legal authority to execute this certification on behalf of the Organization. Signature: Printed Name: Title:_______________________________ Date: Exhibit H Page 2 of 2 Version 322.2024 EXHIBIT A TO RESOLUTION 2024-099 EXHIBIT I -HIPAA BUSINESS ASSOCIATE AGREEMENT This HIPAA Business Associate Agreement (“Agreement”)between the State and Contractor is agreed to in connection with,and as an exhibit to,the Contract.For purposes of this Agreement,the State is referred to as “Covered Entity”and the Contractor is referred to as “Business Associate”.Unless the context clearly requires a distinction between the Contract and this Agreement,all references to “Contract”shall include this Agreement. 1.Purpose Covered Entity wishes to disclose information to Business Associate,which may include Protected Health Information (“PHI”).The Parties intend to protect the privacy and security of the disclosed PHI in compliance with the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”),Pub. L.No.104-19 1 (1996)as amended by the Health Information Technology for Economic and Clinical Health Act C’HITECH Act”)enacted under the American Recovery and Reinvestment Act of 2009 (“AREA”)Pub.L.No.111 5 (2009),implementing regulations promulgated by the U.S.Department of Health and Human Services at 45 C.F.R.Parts 160,162 and 164 (the “HIPAA Rules”)and other applicable laws,as amended.Prior to the disclosure of PHI,Covered Entity is required to enter into an agreement with Business Associate containing specific requirements as set forth in,but not limited to, Title 45,Sections 160.103,164.502(e)and 164.504(e)of the Code of Federal Regulations (“C.F.R.”) and all other applicable laws and regulations,all as may be amended. 2.Definitions The following terms used in this Agreement shall have the same meanings as in the HIPAA Rules: Breach,Data Aggregation,Designated Record Set,Disclosure,Health Care Operations,Individual, Minimum Necessary,Notice of Privacy Practices,Protected Health Information,Required by Law, Secretary,Security Incident,Subcontractor,Unsecured Protected Health Information,and Use. The following terms used in this Agreement shall have the meanings set forth below: a.Business Associate.“Business Associate”shall have the same meaning as the term “business associate”at 45 C.F.R.160.103,and shall refer to Contractor. b.Covered Entity.“Covered Entity”shall have the same meaning as the term “covered entity” at 45 C.F.R.160.103,and shall refer to the State. c.Information Technology and Information Security.“Information Technology”and “Information Security”shall have the same meanings as the terms “information technology” and “information security”,respectively,in §24-37.5-102,C.R.S. Capitalized terms used herein and not otherwise defined herein or in the HIPAA Rules shall have the meanings ascribed to them in the Contract. Exhibit I Page 1 of 10 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 3.Obligations and Activities of Business Associate a.Permitted Uses and Disclosures. i.Business Associate shall use and disclose PHI only to accomplish Business Associate’s obligations under the Contract. i.To the extent Business Associate carries out one or more of Covered Entity’s obligations under Subpart E of 45 C.F.R.Part 164,Business Associate shall comply with any and all requirements of Subpart F that apply to Covered Entity in the performance of such obligation. ii.Business Associate may disclose PHI to carry out the legal responsibilities of Business Associate,provided,that the disclosure is Required by Law or Business Associate obtains reasonable assurances from the person to whom the information is disclosed that: A.the information will remain confidential and will be used or disclosed only as Required by Law or for the purpose for which Business Associate originally disclosed the information to that person,and; B.the person notifies Business Associate of any Breach involving PHI of which it is aware. iii.Business Associate may provide Data Aggregation services relating to the Health Care Operations of Covered Entity.Business Associate may de-identi&any or all PHI created or received by Business Associate under this Agreement,provided the de-identification conforms to the requirements of the HIPAA Rules. b.Minimum Necessary.Business Associate,its Subcontractors and agents,shall access,use, and disclose only the minimum amount of PHI necessary to accomplish the objectives of the Contract,in accordance with the Minimum Necessary Requirements of the HIPAA Rules including,but not limited to,45 C.F.R.164.502(b)and 164.514(d). c.Impermissible Uses and Disclosures. i.Business Associate shall not disclose the PHI of Covered Entity to another covered entity without the written authorization of Covered Entity. ii.Business Associate shall not share,use,disclose or make available any Covered Entity PHI in any form via any medium with or to any person or entity beyond the boundaries or jurisdiction of the United States without express written authorization from Covered Entity. d.Business Associate’s Subcontractors. i.Business Associate shall,in accordance with 45 C.F.R.164.502(e)(1)(ii)and I 64.308(b)(2),ensure that any Subcontractors who create,receive,maintain,or Exhibit I Page 2 of 10 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 transmit PHI on behalf of Business Associate agree in writing to the same restrictions, conditions,and requirements that apply to Business Associate with respect to safeguarding PHI. ii.Business Associate shall provide to Covered Entity,on Covered Entity’s request,a list of Subcontractors who have entered into any such agreement with Business Associate. iii.Business Associate shall provide to Covered Entity,on Covered Entity’s request, copies of any such agreements Business Associate has entered into with Subcontractors. e.Access to System.If Business Associate needs access to a Covered Entity Information Technology system to comply with its obligations under the Contract or this Agreement, Business Associate shall request,review,and comply with any and all policies applicable to Covered Entity regarding such system including,but not limited to,any policies promulgated by the Office of Information Technology and available at http://oit.state.co.us/aboutlpolicies. f.Access to PHI.Business Associate shall,within ten days of receiving a written request from Covered Entity,make available PHI in a Designated Record Set to Covered Entity as necessary to satisfy Covered Entity’s obligations under 45 C.F.R.164.524. g.Amendment of PHI. i.Business Associate shall within ten days of receiving a written request from Covered Entity make any amendment to PHI in a Designated Record Set as directed by or agreed to by Covered Entity pursuant to 45 C.F.R.164.526,or take other measures as necessary to satisfy Covered Entity’s obligations under 45 C.F.R.164.526. ii.Business Associate shall promptly forward to Covered Entity any request for amendment of PHI that Business Associate receives directly from an Individual. h.Accounting Rights.Business Associate shall,within ten days of receiving a written request from Covered Entity,maintain and make available to Covered Entity the information necessary for Covered Entity to satisfy its obligations to provide an accounting of Disclosure under 45 C.F.R.164.528. i.Restrictions and Confidential Communications. i.Business Associate shall restrict the Use or Disclosure of an Individual’s PHI within ten days of notice from Covered Entity of: A.a restriction on Use or Disclosure of PHI pursuant to 45 C.F.R.164.522;or B.a request for confidential communication of PHI pursuant to 45 C.F.R. 164.522. Exhibit I Page 3 of 10 vemion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 ii.Business Associate shall not respond directly to an Individual’s requests to restrict the Use or Disclosure of PHI or to send all communication of PHI to an alternate address. iii.Business Associate shall refer such requests to Covered Entity1so that Covered Entity can coordinate and prepare a timely response to the requesting Individual and provide direction to Business Associate. j.Governmental Access to Records.Business Associate shall make its facilities,internal practices,books,records,and other sources of information,including PHI,available to the Secretary for purposes of determining compliance with the HIPAA Rdles in accordance with 45 C.F.R.160.3 10. k.Audit,Inspection and Enforcement. i.Business Associate shall obtain and update at least annually a written assessment performed by an independent third party reasonably acceptable to Covered Entity, which evaluates the Information Security of the applications,infrastructure,and processes that interact with the Covered Entity data Business Associate receives, manipulates,stores and distributes.Upon request by Covered Entity,Business Associate shall provide to Covered Entity the executive sumn~ary of the assessment. ii.Business Associate,upon the request of Covered Entity,shall fully cooperate with Covered Entity’s efforts to audit Business Associate’s compliance with applicable HIPAA Rules.If,through audit or inspection,Covered Entity determines that Business Associate’s conduct would result in violation of the HIPAA Rules or is in violation of the Contract or this Agreement,Business Associate shall promptly remedy any such violation and shall certi&completion of ~th remedy in writing to Covered Entity. I.Appropriate Safeguards. i.Business Associate shall use appropriate safeguards and comply with Subpart C of 45 C.F.R.Part 164 with respect to electronic PHI to prevent use or disclosure of PHI other than as provided in this Agreement. ii.Business Associate shall safeguard the PHI from tampering and unauthorized disclosures. iii.Business Associate shall maintain the confidentiality of passwords and other data required for accessing this information. iv.Business Associate shall extend protection beyond the initial information obtained from Covered Entity to any databases or collections of PHI ~ontaiffing information derived from the PHI.The provisions of this section shall be in force unless PHI is de-identified in conformance to the requirements of the HIPAA Rules. m.Safeguard During Transmission. Exhibit!Page 4 of 10 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 i.Business Associate shall use reasonable and appropriate safeguards including, without limitation,Information Security measures to ensure that all transmissions of PHI are authorized and to prevent use or disclosure of PHI other than as provided for by this Agreement. ii.Business Associate shall not transmit PHI over the internet or any other insecure or open communication channel unless the PHI is encrypted or otherwise safeguarded with a FIPS-compliant encryption algorithm. n.Reporting of Improper Use or Disclosure and Notification of Breach. i.Business Associate shall,as soon as reasonably possible,but immediately after discovery of a Breach,noti&Covered Entity of any use or disclosure of PHI not provided for by this Agreement,including a Breach of Unsecured Protected Health Information as such notice is required by 45 C.F.R.164.410 or a breach for which notice is required under §24-73-103,C.R.S. ii.Such notice shall include the identification of each Individual whose Unsecured Protected Health Information has been,or is reasonably believed by Business Associate to have been,accessed,acquired,or disclosed during such Breach. iii.Business Associate shall,as soon as reasonably possible,but immediately after discovery of any Security Incident that does not constitute a Breach,noti&Covered Entity of such incident. iv.Business Associate shall have the burden of demonstrating that all notifications were made as required,including evidence demonstrating the necessity of any delay. o.Business Associate’s Insurance and Notification Costs. i.Business Associate shall bear all costs of a Breach response including,without limitation,notifications,and shall maintain insurance to cover: A.loss of PHI data; B.Breach notification requirements specified in HIPAA Rules and in §24-73- 103,C.R.S.;and C.claims based upon alleged violations of privacy rights through improper use or disclosure of PHI. ii.All such policies shall meet or exceed the minimum insurance requirements of the Contract or otherwise as may be approved by Covered Entity (e.g.,occurrence basis, combined single dollar limits,annual aggregate dollar limits,additional insured status,and notice of cancellation). Exhibit I Page 5 of 10 vasion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 iii.Business Associate shall provide Covered Entity a point of contact who possesses relevant Information Security knowledge and is accessible 24 hours per thy,7 days per week to assist with incident handling. iv.Business Associate,to the extent practicable,shall mitigate any harmful effect known to Business Associate of a Use or Disclosure of PER by Business Associate in violation of this Agreement. p.Subcontractors and Breaches. i.Business Associate shall enter into a written agreement with each of its Subcontractors and agents,who create,receive,maintain,or transmit PHI on behalf of Business Associate.The agreements shall require such Subcontractors and agents to report to Business Associate any use or disclosure of PHI n1ot provided for by this Agreement,including Security Incidents and Breaches of Unsecured Protected Health Information,on the first day such Subcontractor or agent knows or should have known of the Breach as required by 45 C.F.R.164.410. ii.Business Associate shall notifS’Covered Entity of any such report and shall provide copies of any such agreements to Covered Entity on request. q.Data Ownership. i.Business Associate acknowledges that Business Associate has no ownership rights with respect to the PHI. ii.Upon request by Covered Entity,Business Associate immediately shall provide Covered Entity with any keys to decrypt information that the Business Association has encrypted and maintains in encrypted form,or shall provide such information in unencrypted usable form. r.Retention of PHI.Except upon termination of this Agreement as provided in Section 5 below, Business Associate and its Subcontractors or agents shall retain all PHI throughout the term of this Agreement,and shall continue to maintain the accounting of disclosures required under Section 3.h above,for a period of six years. 4.Obligations of Covered Entity a.Safeguards During Transmission.Covered Entity shall be responsible for using appropriate safeguards including encryption of PHI,to maintain and ensure the confidentiality,integrity, and security of PHI transmitted pursuant to this Agreement,in accordance with the standards and requirements of the HIPAA Rules. b.Notice of Changes. i.Covered Entity maintains a copy of its Notice of Privacy Practices on its website. Covered Entity shall provide Business Associate with any changes in,or revocation of, Exhibit I Page 6 of 10 v~i~3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 permission to use or disclose PHI,to the extent that it may affect Business Associate’s permitted or required uses or disclosures. ii.Covered Entity shall noti&Business Associate of any restriction on the use or disclosure of PHI to which Covered Entity has agreed in accordance with 45 C.F.R. I 64.522,to the extent that it may affect Business Associate’s permitted use or disclosure of PHI. 5.Termination a.Breach. i.In addition to any Contract provision regarding remedies for breach,Covered Entity shall have the right,in the event of a breach by Business Associate of any provision of this Agreement,to terminate immediately the Contract,or this Agreement,or both. ii.Subject to any directions from Covered Entity,upon termination of the Contract,this Agreement,or both,Business Associate shall take timely,reasonable,and necessary action to protect and preserve property in the possession of Business Associate in which Covered Entity has an interest. b.Effect of Termination. i.Upon termination of this Agreement for any reason,Business Associate,at the option of Covered Entity,shall return or destroy all PHI that Business Associate,its agents, or its Subcontractors maintain in any form,and shall not retain any copies of such PHI. ii.If Covered Entity directs Business Associate to destroy the PHI,Business Associate shall certilS’in writing to Covered Entity that such PHI has been destroyed. iii.If Business Associate believes that returning or destroying the PHI is not feasible, Business Associate shall promptly provide Covered Entity with notice of the conditions making return or destruction infeasible.Business Associate shall continue to extend the protections of Section 3 of this Agreement to such PHI,and shall limit further use of such PHI to those purposes that make the return or destruction of such PHI infeasible. 6.Injunctive Relief Covered Entity and Business Associate agree that ineparable damage would occur in the event Business Associate or any of its Subcontractors or agents use or disclosure of PHI in violation of this Agreement,the HIPAA Rules or any applicable law.Covered Entity and Business Associate further agree that money damages would not provide an adequate remedy for such Breach.Accordingly, Covered Entity and Business Associate agree that Covered Entity shall be entitled to injunctive relief, Exhibit I Page 7 of 10 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 specific perfonnance,and other equitable relief to prevent or restrain any Breach or threatened Breach of and to enforce specifically the tenns and provisions of this Agreement. 7.Limitation of Liability Any provision in the Contract limiting Contractor’s liability shall not apply to Business Associate’s liability under this Agreement,which shall not be limited. 8.Disclaimer Covered Entity makes no warranty or representation that compliance by Business Associate with this Agreement or the HIPA.A Rules will be adequate or satisfactory for Business Associate’s own purposes.Business Associate is solely responsible for all decisions made and actions taken by Business Associate regarding the safeguarding of pm. 9.Certification Covered Entity has a legal obligation under HIPAA Rules to certify as to Business Associate’s Information Security practices.Covered Entity or its authorized agent or contrac~or shall have the right to examine Business Associate’s facilities,systems,procedures,and records,at Covered Entity’s expense,if Covered Entity determines that examination is necessary to certify that Business Associate’s Information Security safeguards comply with the HIPAA Rules or this Agreement. 10.Amendment a.Amendment to Comply with Law.The Parties acknowledge that state and federal laws and regulations relating to data security and privacy are rapidly evolving and that amendment of this Agreement may be required to provide procedures to ensure compliance with such developments. i.In the event of any change to state or federal laws and regulations relating to data security and privacy affecting this Agreement,the Parties~shall take such action as is necessary to implement the changes to the standards and requirements of HIPAA,the HIPAA Rules and other applicable r&les relating to the confidentiality,integrity,availability and security of PHI with respect to this Agreement. ii.Business Associate shall provide to Covered Entity written assurance satisfactory to Covered Entity that Business Associate shall adequately safeguard all PHI,and obtain written assurance satisfactory to Covered Entity from Business Associate’s Subcontractors and agents that they shall adequately safeguard all PHI. iii.Upon the request of either Party,the other Party promptly shall negotiate in good faith the terms of an amendment to the Contract embodying written assurances consistent with the standards and requirements of HIPAA,the HIPAA Rules,or other applicable rules. Exhibit I Page 8 of 10 v~ion 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 iv.Covered Entity may terminate this Agreement upon 30 days’prior written notice in the event that: A.Business Associate does not promptly enter into negotiations to amend the Contract and this Agreement when requested by Covered Entity pursuant to this Section;or B.Business Associate does not enter into an amendment to the Contract and this Agreement,which provides assurances regarding the safeguarding of PHI sufficient,in Covered Entity’s sole discretion,to satisfy the standards and requirements of the HIPAA,the HIPAA Rules and applicable law. b.Amendment of Appendix.The Appendix to this Agreement may be modified or amended by the mutual written agreement of the Parties,without amendment of this Agreement.Any modified or amended Appendix agreed to in writing by the Parties shall supersede and replace any prior version of the Appendix. 11.Assistance in Litigation or Administrative Proceedings Covered Entity shall provide written notice to Business Associate if litigation or administrative proceeding is commenced against Covered Entity,its directors,officers,or employees,based on a claimed violation by Business Associate of HIPAA,the HIPAA Rules or other laws relating to security and privacy or PHI.Upon receipt of such notice and to the extent requested by Covered Entity, Business Associate shall,and shall cause its employees,Subcontractors,or agents assisting Business Associate in the performance of its obligations under the Contract to,assist Covered Entity in the defense of such litigation or proceedings.Business Associate shall,and shall cause its employees, Subcontractor’s and agents to,provide assistance,to Covered Entity,which may include testifying as a witness at such proceedings.Business Associate or any of its employees,Subcontractors or agents shall not be required to provide such assistance if Business Associate is a named adverse party. 12.Interpretation and Order of Precedence Any ambiguity in this Agreement shall be resolved in favor of a meaning that complies and is consistent with the HIPAA Rules.In the event of an inconsistency between the Contract and this Agreement,this Agreement shall control.This Agreement supersedes and replaces any previous, separately executed HIPAA business associate agreement between the Parties. 13.Survival Provisions of this Agreement requiring continued performance,compliance,or effect after termination shall survive termination of this contract or this agreement and shall be enforceable by Covered Entity. Exhibit I Page 9 of 10 version 3.22.2024 EXHIBIT A TO RESOLUTION 2024-099 APPENDIX TO HIPAA BUSINESS ASSOCIATE AGREEMENT This Appendix (“Appendix”)to the HIPAA Business Associate Agreement (“Agreement”)is s an appendix to the Contract and the Agreement.For the purposes of this Appendix,äefined terms shall have the meanings ascribed to them in the Agreement and the Contract. Unless the context clearly requires a distinction between the Contract,the Agreement,and this Appendix,all references to “Contract”or “Agreement”shall include this Appendix. 1.Purpose This Appendix sets forth additional terms to the Agreement.Any sub-section of this Appendix marked as “Reserved”shall be construed as seffing forth no additional terms. 2.Additional Terms a.Additional Permitted Uses.In addition to those purposes set forth in the Agreement,Business Associate may use PHI for the following additional purposes: i.Reserved. b.Additional Permitted Disclosures.In addition to those purposes set forth in the Agreement, Business Associate may disclose PHI for the following additional purposes: i.Reserved. c.Approved Subcontractors.Covered Entity agrees that the following Subcontractors or agents of Business Associate may receive PHI under the Agreement: i.Reserved. d.Definition of Receipt of PHI.Business Associate’s receipt of PHI under this Contract shall be deemed to occur,and Business Associate’s obligations under the Agreement shall commence,as follows: i.Reserved. e.Additional Restrictions on Business Associate.Business Associate agrees to comply with the following additional restrictions on Business Associate’s use and disclosure of PHI under the Contract: i.Reserved. f.Additional Terms.Business Associate agrees to comply with the following additional terms under the Agreement: i.Reserved. Exhibit I Page 10 of 10 v~k~3.22.2024