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Homeland Security ~ Subgrantee Copy OREGON MILITARY DEPARTMENT OFFICE OF EMERGENCY MANAGEMENT STATE HOMELAND SECURITY PROGRAM - CFDA # 97.073 GRANT A WARD CONDITIONS AND CER TITICA TIONS PROGRAM NAME: Telecommunications GRANT NO: #07-234 SUBGRANTEE: City of Tigard FY 2006 AWARD: $31,073 ADDRESS: 13125 SW Hall Blvd. AWARD PERIOD: 11/1/07thru5/31/10 Tigard, OR 97223 PROGRAM CONTACT: Tom Imdieke TELEPHONE: (503) 718-2554 tomi@tigard-or.gov FAX: (503) 670-1561 FISCAL CONTACT: Roger Dawes TELEPHONE: (503) 718-2493 roger@tigard-or.gov FAX: (503) 684-7297 BUDGET REVENUE Federal Grant Funds $31,073 TOTAL REVENUE: $31,073 EXPENDITURES Interoperable Communications $21,000 Planning $10,073 TOTAL EXPENDITURES: $31,073 This document along with the terms and conditions and grant application attached hereto and any other document referenced constitute an agreement between the Oregon Military Department, Office of Emergency Management (OEM) and the Subgrantee. No waiver, consent,modification or change of terms of this agreement shall be binding unless agreed to in writing and signed by both the Subgrantee and OEM. Such waiver, consent,modification or change,if made, shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this agreement. The Subgrantee, by signature of its authorized representative, hereby acknowledges that he/she has read this agreement,understands it, and agrees to be bound by its terms and conditions (including all references to other documents). Failure to comply with this agreement and with applicable state and federal rules and guidelines may result in the withholding of reimbursement, the termination or suspension of the agreement, denial of future grants,and/or damages to OEM. Page 1-City of Tigard TERMS AND CONDITIONS I. CONDITIONS OF AWARD A The Subgrantee�agrees to operate the program as described in the application and to expend funds in accordance with the approved budget unless the Subgrantee receives prior written approval by OEM to modify the program or budget OEM may withhold funds for any expenditure not within the approved budget or in excess of amounts approved by OEM Failure of the Subgrantee to operate the program in accordance with the written agreed upon objectives contained in the grant application and budget will be grounds for immediate suspension and/or termination of the grant agreement B To ensure consistency among statewide planning efforts,the Subgrantee agrees to coordinate grant funded planning projects with OEM,to include assistance with the creation of a scope of work,review and approval of service providers,and overall project direction C The Subgrantee agrees that funds utilized to establish or enhance state and local fusion centers must support the development of a statewide fusion process that corresponds with the Global Justice/Homeland Security Advisory Council(HSAC)Fusion Center Guidelines and achievement of a baseline level of capability as defined by the Fusion Capability Planning Tool D The Subgrantee agrees that all publications created with funding under this grant shall prominently contain the following statement "This document was prepared under a grant from FEMA's National Preparedness Directorate,U S Department of Homeland Security Points of view or opinions expressed in this document are those of the authors and do not necessarily represent the official position or policies of FEMA's National Preparedness Directorate or the U S Department of Homeland Security" E The Subgrantee agrees that,when practicable,any equipment purchased with grant funding shall be prominently marked as follows "Purchased with funds provided by the U S Department of Homeland Security" F By accepting FY 2007 funds,the Subgrantee certifies that it has met NIMS comphance activities outlined in the NIMS Implementation Matrix for State,Tribal,or Local Jurisdictions Additional information on achieving compliance is available through the NIMS Integration Center(NIC)at http//w'wrw fema gov/emergencv/ruins/ G Maintenance Retention_and Access to Records,Audits 1 Maintenance and Retention of Records The Subgrantee agrees to maintain accounting and financial records in accordance with Generally Accepted Accounting Principles(GAAP) and the financial and administrative requirements set forth in the current edition of the Office of Grant Operations (OGO) Financial Management Guide,including without limitation in accordance with Office of Management and Budget(OMB) Circulars A-87,A-102,A-133 All financial records,supporting documents,statistical records and all other records pertinent to this grant or agreements under flus grant shall be retained by the Subgrantee for a immmum of five years for purposes of State of Oregon or Federal examination and audit It is the responsibility of the Subgrantee to obtain a copy of the OGO Financial Management Guide from the Office of Grants and Trairung and apprise itself of all rules and regulations set forth A copy is available at http//w-,vw dhs gov/ahbrary/assets/Grants_Financial-ManagementGuide pdf 2 Retention of Equipment Records Records for equipment shall be retained for a period of three years from the date of the disposition or replacement or transfer at the discretion of the awarding agency Title to all equipment and supplies purchased with funds made available tuider the State Homeland Security Grant Program(SHSGP) shall vest in the Subgrantee agency that purchased the property,if it provides written certification to OEM that it will use the property for purposes consistent with the State Homeland Security Grant Program 3 Access to Records OEM,Oregon Secretary of State,the Office of the Comptroller,the General Accounting Office(GAO),or any of their authorized representatives,shall have the right of access to any pertinent books,documents,papers,or other records of Subgrantee and any contractors or subcontractors of Subgrantee,which are pertinent to the grant,in order to make audits,examinations, excerpts,and transcripts The right of access is not limited to the required retention period but shall last as long as the records are retained Page 2—City of Tigard 4 Audits If Subgrantee e%pendr$500,000 or more in Federal funds(from all sources)in its fiscal year, Subgrantee shall have a single organization-wide audit conducted in accordance with the provisions of OMB Circular A-133 Copies of all audits must be submitted to OEM within 30 days of completion If Subgrantee expends less than$500,000 in its fiscal year in Federal funds,Subgrantee is exempt from Federal audit requirements for that year Records,must be available for review or audit by appropriate officials as provided in Section I G 3 herein 5 Audit Costs Audit costs for audits not required in accordance with OMB Circular A-133 are unallowable If Subgrantee did not expend$500,000 or more in Federal funds in its fiscal year,but contracted with a certified public accountant to perform an audit,costs for performance of that audit shall not be charged to the grant H Fundis 1 Matching Funds This Grant does not require matching funds. 2 Supplanting The Subgrantee certifies that federal funds will not be used to supplant state or local funds, but will be used to increase the amount of funds that,in the absence of federal aid,would be made available to the Subgrantee to fund programs consistent with State Homeland Security Grant Program guidelines I Reports Failure of the Subgrantee to submit the required program,financial,or audit reports,or to resolve program,financial,or audit issues may result in the suspension of grant payments and/or termination of the grant agreement 1 Initial Strategy Implementation Plan(ISIP) Progress Reports and Biannual Strategy Implementation Reports(BSIR) The first report,the Initial Strategy Implementation Plan(ISIP),is due by October 15,2007 and will be completed by the Office of Emergency Management The Subgrantee agrees to submit two types of semi-annual reports on its progress in meeting each of its agreed upon goals and objectives One is a narrative progress report that addresses specific information regarding the activities carried out under the FY 2007 State Homeland Security Grant Program and how they address identified project specific goals and objectives The second is a set of web-based applications that details how funds are linked to one or more projects,which in turn must support specific goals and objectives in the State or Urban Area Homeland Security Strategy Reports are due January 15,2008,July 15,2008,January, 15,2009,July 15,2009,January 15,2010, and July 15,2010 or whenever Requests for Reimbursement are submitted,whichever comes first Narrative reports may be submitted with reimbursements,or included in the"Project Notes" section of the BSIR Any progress report or Biannual Strategy Implementation Report that is outstanding for more than one month past the due date may cause the suspension and/or termination of the grant Subgrantee must receive prior written approval from OEM to extend a progress report requirement past its due date 2 Financial Reimbursement Reports a In order to receive reimbursement,the Subgrantee agrees to submit a signed Request for Reimbursement(RFR)which includes supporting documentation for all grant expenditures RFRs may be submitted quarterly but no less frequently than semi-annually during the term of the grant agreement At a minimum,RFRs must be received no later than January 31,2008,July 31, 2008,January 31,2009,July 31,2009,January 31,2010, and June 30,2010 Reimbursements for expenses will be withheld if progress reports are not submitted by the specified dates or are incomplete I Page 3—City of Tigard b Reimbursement rates for travel expenses shall not exceed those allowed by the State of Oregon Requests for reimbursement for travel must be supported with a detailed statement identifying the person who traveled,the purpose of the travel,the times,dates,and places of travel,and the actual expenses or authorized rates incurred c Reimbursements will only be made for actual expenses incurred during the grant period The Subgrantee agrees that no grant funds may be used for expenses incurred before November 1, 2007 or after May 31,2010 d Subgrantee shall be accountable for and shall repay any overpayment,aucht disallowances or any other breach of grant that results in a debt owed to the Federal Government OEM shall apply interest,penalties,and admimstrative costs to a delinquent debt owed by a debtor pursuant to the Federal Claims Collection Standards and OMB Circular A-129 3 Audit Reports Subgrantee shall provide OEM copies of all audit reports pertaining to this Grant Agreement obtained by Subgrantee,whether or not the audit is required by OMB Circular A-133 J Procurement Standards 1 Subgrantee shall follow the same policies and procedures used for procurement from its non-Federal funds Subgrantee shall use their own procurement procedures and regulations,provided that the procurement conforms to applicable Federal and State law and standards 2 All procurement transactions,whether negotiated or competitively bid and without regard to dollar value,shall be conducted in a manner so as to provide maximum open and free competition All sole- source procurements in excess of$100,000 must receive prior written approval from OEM Interagency agreements between units of government are excluded from this provision a Subgrantees may not proceed with sole source procurement in excess of$100,000 without prior written approval from OEM.Should a recipient elect to award a contract in excess of $100,000 without competition,sole source justification will be necessary b Justification must be provided for non-competitive procurement in excess of$100,000 and should include a description of the program and what is being contracted for,an explanation of why it is necessary to contract noncompetitively,time constraints and any other pertinent information 3 The Subgrantee shall be alert to organizational conflicts of interest or non-competitive practices among contractors that may restrict or eliminate competition or otherwise restrain trade Contractors that develop or draft specifications,requirements,statements of work,and/or Requests for Proposals (RFP) for a proposed procurement shall be excluded from bidding or submitting a proposal to compete for the award of such procurement Any request for exemption must be submitted in writing to OEM K Indemnification The Subgrantee shall,to the extent permitted by the Oregon Constitution and by the Oregon Tort Claims Act, defend,save,hold harmless,and mdemmfy the State of Oregon,OEM,and their officers,employees,agents, and members from all claims,suits and actions of whatsoever nature resulting from or arising out of the activities of Subgrantee,its officers,employees,subcontractors,or agents under this grant Subgrantee shall require any of its contractors or subcontractors to defend,save,hold harmless and indemnify the State of Oregon,OEM,and their officers,employees,agents,and members,from all claims,suits or actions of whatsoever nature resulting from or arising out of the activities of subcontractor under or pursuant to this grant Subgrantee shall,if liability insurance is required of any of its contractors or subcontractors,also require such contractors or subcontractors to provide that the State of Oregon,OEM,and their officers,employees and members are Additional Insureds,but only with respect to the contractor's or subcontractor's services performed tinder this grant Page 4—City of Tigard L Cooynght and Patents 1 Coti right If this agreement or any program funded by this agreement results in a copyright,OEM and the U S Department of Homeland Security reserve a royalty-free,nonexclusive and irrevocable license to reproduce,publish or otherwise use,and authorize,others to use,for government purposes,the work or the copyright to any work developed under this agreement and any rights of copyright to which Subgrantee,or its contractor or subcontractor,purchases ownership with grant support 2 Patent If this agreement or any program funded by this agreement results in the production of patentable items,patent rights,processes,or inventions,the Subgrantee or any of its contractors or subcontractors shall immediately notify OEM OEM will provide the Subgrantee with further instruction on whether protection on the item will be sought and how the rights to the item will be allocated and administered in order to protect the public interest,in accordance with federal guidelines M No Imphed Waiver,Cumulative Remedies The failure of OEM to exercise,and any delay in exercising any right,power,or privilege under this Agreement shall not operate as a waiver thereof,nor shall any single or partial exercise of any right,power,or privilege under this Agreement preclude any other or further exercise thereof or the exercise of any other such right,power,or privilege The remedies provided herein are cumulative and not exclusive of any remedies provided by law N Governing Law,Venue,Consent to-jurisdiction This Agreement shall be governed by and construed in accordance with the laws of the State of Oregon without regard to principles of conflicts of law Any claim, action,suit,or proceeding(collectively,"Claim")between OEM(and/or any other agency or department of the State of Oregon)and Subgrantee that arises from or relates to flus Agreement shall be brought and conducted solely and exclusively within the Circuit Court for the State of Oregon,provided,however,if the Claim must be brought in a federal forum,then it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon Subgrantee,by execution of this agreement,hereby consents to the In Personam Jurisdiction of said courts O Notices Except as otherwise expressly provided in this Section,any communications between the parties hereto or notice to be given hereunder shall be given in writing by personal delivery, facsimile,or mailing the same by registered or certified mail,postage prepaid to Subgrantee or OEM at the address or number set forth on page 1 of this Agreement,or to such other addresses or numbers as either party may hereafter indicate pursuant to this section Any communication or notice so addressed and sent by registered or certified mail shall be deemed delivered upon receipt or refusal of receipt Any communication or notice delivered by facsimile shall be deemed to be given when receipt of the transmission is generated by the transmitting machine Any communication or notice by personal delivery shall be deemed to be given when actually delivered The parties also may communicate by telephone,regular mail or other means,but such communications shall not be deemed Notices under this Section unless receipt by the other party is expressly acknowledged in writing by the receiving party P Successors and Assigns This Agreement shall be binding upon and inure to the benefit of OEM,Subgrantee, and their respective successors and assigns,except that Subgrantee may not assign or transfer its rights or obligations hereunder or any interest herein without the prior consent in writing of OEM Q Survival All provisions of this Agreement set forth in the following sections shall survive termination of this Agreement Section I G(Maintenance,Retention and Access to Records,Audits),Section I I(Reports),and Section I K(indemnification) R Severability If an) term or provision of this Agreement is declared by a court of competent jurisdiction to be illegal or in conflict with any law,the validity of the remaining terms and provisions shall not be affected,and the rights and obligations of the parties shall be construed and enforced as if this Agreement did not contain the particular term or provision held to be invalid S Relationslup of Parties The parties agree and acknowledge that their relationship is that of independent contracting parties and neither party hereto shall be deemed an agent,partner,joint venturer or related entity of the other by reason of this Agreement Page 5—City of Tigard II. Subgrantee Compliance and Certifications A Debarment Suspension Ineligibility and Voluntary Exclusion The Subgrantee certifies by accepting grant funds that neither it nor its principals are presently debarred,suspended,proposed for debarment,declared ineligible,nor voluntarily excluded from participation in this transaction by any Federal department or agency (Ihis certification is required by regulations published May 26, 1988,implementing Executive Order 12549, Debarment and Suspension,28 CFR Part 69 and 28 CFR Part 67) Subgrantees shall establish procedures to provide for effective use and/or dissemination of the Excluded Parties List(littp//www epls gov/) to assure that their contractors are not in violation of the nonprocurement debarment and suspension common rule B Standard Assurances and Certifications Regarding Lobbym Subgrantees are required to comply with 28 CFR Part 69,New Rertncttonr on Lobbying(http//www access gpo gov/nara/cfr/waisidx_04/28cfr69_04 html) The restrictions on lobbying are enforceable via large civil penalties,with civil fines between$10,000 and$100,000 per expenditure Subgrantees must understand that no federally-appropriated funding made available under this grant program may be used,either directly or indirectly,to support the enactment,repeal,modification or adoption of any law,regulation,or policy,at any level of government C Compliance with Applicable Law The Subgrantee agrees to comply with all applicable laws,regulations,and guidelines of the State of Oregon,the Federal Government and OEM in the performance of this agreement, including but not limited to 1 The provisions of 28 CFR applicable to grants and cooperative agreements including Part 18, Administrative Review Procedure,Part 20,Criminal Justice Information Systems,Part 22, Confidentiality of Identifiable Research and Statistical Information,Part 23,Criminal Intelligence Operating Policies,Part 30,Intergovernmental Review of Department of Justice Programs and Activities,Part 42,Non-Discrimination/Equal Employment Opportunity Policies and Procedures,Part 61,Procedures for Implementing the National Environmental Policy Act,Part 63,Floodplain Management and Wetland Protection Procedures,and Federal laws or regulations applicable to Federal assistance programs 2 Uniform Relocation Assistance and Real Property Acquisitions Act of 1970(P L 91-646) 3 Section 102(a) of the Flood Disaster Protection Act of 1973,P L 93-234,87 Stat 97,approved December 31, 1976 4 Section 106 of the National Historic Preservation Act of 1966 as amended (16 USC 470),Executive Order 11593,and the Archeological and Historical Preservation Act of 1966 (16 USC 569a-1 et seq) 5 National Environmental Policy Act of 1969,42 USC 4321 et seq 6 Flood Disaster Protection Act of 1973,42 USC 4001 et seq 7 Clean Air Act,42 USC 7401 et seq 8 Clean Water Act,33 USC 1368 et seq 9 Federal Water Pollution Control Act of 1948,as amended,33 USC 1251 et seq 10 Safe Drinking Water Act of 1974,42 USC 300f et seq 11 Endangered Species Act of 1973, 16 USC 1531 et seq 12 Wild and Scenic Rivers Act of 1968,as amended, 16 USC 1271 et seq 13 Historical and Archaeological Data Preservation Act of 1960,as amended,16 USC 469 et seq 14 Coastal Zone Management Act of 1972,16 USC 1451 et seq 15 Coastal Barrier Resources Act of 1982, 16 USC 3501 et seq 16 Indian Self-Determination Act,25 USC 450f 17 Hatch Political Activity Act of 1940,as amended,5 USC 1501 et seq 18 Aminal Welfare Act of 1970,7 USC 2131 et seq 19 Demonstration Cities and Metropolitan Development Act of 1966,42 USC 3301 et seq 20 Federal Fair Labor Standards Act of 1938(as appropriate),as amended,29 USC 201 et seq Page 6—City of Tigard D Certification of Non-discrimination 1 The Subgrantee,and all its contractors and subcontractors,certifies that no person shall be excluded from participation in,denied the benefits of,subjected to discrimination under,or denied employment in connection with any activity funded under this agreement on the basis of race,color,age,religion, national origin,handicap,or gender The Subgrantee,and all its contractors and subcontractors,assures compliance with the following laws a Non-discrimination requirements of the Omnibus Crone Control and Safe Streets Act of 1968, as amended, b Title IV of the Civil Rights Act of 1964,as amended, c Section 504 of the Rehabilitation Act of 1973,as amended, d Tide II of the Americans with Disabilities Act(ADA) of 1990, e Title IX of the Education Amendments of 1972, f The Age Discrimination Act of 1975, g The Department of Justice Nondiscrimination Regulations 28 CFR Part 42, Subparts C,D, E,and G, h The Department of Justice regulations on disability discrimination,28 CFR Part 35 and Part 39 2 In the event that a Federal or State court or administrative agency makes a finding of discrimination after a due process hearing on the grounds of race,color,age,religion,national origin,handicap or gender against the Subgrantee or any of its contractors or subcontractors,the Subgrantee or any of its contractors or subcontractors will forward a copy of the finding to the Oregon Military Department, Office of Emergency Management(OEM) OEM will forward a copy of the finding to the Office for Civil Rights,Office of Justice Programs E Civil Rights Compliance All recipients of federal grant funds are required,and Subgrantee agrees,to comply with nondiscrimination requirements of Title VI of the Civil Rights Act,of 1964,as amended,42 U S C 2000d et seq (prohibiting drscrinmmation in programs or activities on the basis of race,color,and national origin),Ommbus Crone Control and Safe Streets Act of 1968,as amended,42 U S C 53789d(c)(1) (prohibiting discrimination in employment practices or in programs and activities on the basis of race,color,religion, national origin,and gender), Section 504 of the Rehabilitation Act of 1973,29 U S C �794 et seq (prolubiting discrimination in employment practices or in programs and activities on the basis of disability),Title 11 of the Americans with Disabilities Act of 1990,42 U S C g 12131 (prolubiting discrimination in services,programs, and activities on the basis of disability),The Age Discrimination Act of 1975,42 U S C §6101-07 (prohibiting discrimination in programs and activities on the basis of age),and Title IX of the Education Amendments of 1972,20 U S C 5 1681 et seq (prohibiting discrimination in educational programs or activities on the basis of gender) F Equal Employment Opportunity Program Title VI of the Civil Rzgbis Act of 1964,as amended,42 US C 2000 el seq —No person on the grounds of race,color or national origin will be excluded from participation in,be denied the benefits of,or be otherwise subjected to discrimination in any program or activity receiving Federal financial assistance The Subgrantee,and any of its contractors and subcontractors,certifies that an equal employment opportumty program as required by flus section will be in effect on or before the effective date of this agreement If required to formulate an Equal Employment Opportunity Program(ESOP),the Subgrantee must maintain a current copy on file which meets the applicable requirements G Services to Limited Enghsh Proficient(LEP)Persons Subgrantees are required to comply with several federal civil tights laws,including Title VI of the Civil Rights Act of 1964,as amended These laws prohibit discrimination on the basis of race,color,religion,national origin,and sex in the delivery of services National origin cbscriimunation includes discrimination on the basis of limited Enghsh proficiency To ensure compliance with Title VI,recipients are required to take reasonable steps to ensure that LEP persons have meaningful access to their programs Meaningful access may entail providing language assistance services, including oral and written translation,where necessary Subgrantees are encouraged to consider the need for language services for LEP persons served or encountered both in developing their proposals and budgets and in conducting their programs and activities Reasonable costs associated with providing meaningful access for LEP individuals are considered allowable program costs For additional information,please see http//wwwlep gov Page 7—City of Tigard H Environmental and Historic Preservation 1 Subgrantee shall comply with all applicable Federal,State,and local environmental and historic preservation(ERP)requirements and shall provide any information requested by FEMA to ensure compliance with applicable laws including National Environmental Policy Act,National Historic Preservation Act,Endangered Species Act,and Executive Orders on Floodplams (11988),Wetlands (11990) and Environmental Justice (12898) Failure of the Subgrantee to meet Federal,State,and local E14P requirements and obtain applicable permits may jeopardize Federal funding Subgrantee shall not undertake any project having the potential to impact ERP resources without the prior approval of FEMA,including but not hmited to communications towers,physical security enhancements,new construction,and modifications to buildings that are 50 years old or greater Subgrantee must comply with all conditions placed on the project as the result of the EHP review Any change to the approved project scope of work will require re-evaluation for compliance with these EHP requirements If ground disturbing activities occur during project implementation,the Subgrantee must ensure monitoring of ground disturbance and if any potential archeological resources are discovered,the Subgrantee will immediately cease construction in that area and notify FEMA and the appropriate State Historic Preservation Office 2 For any of the Subgrantee's or its contractors'or subcontractors'existing programs or activities that will be funded by,these grant funds,the Subgrantee,upon specific request from the U S Department of Homeland Security,agrees to cooperate with the U S Department of Homeland Security in any preparation by the U S Department of Homeland Security of a national or program environmental assessment of that funded program or activity I Certification Regarding Drug Free Workplace Requirements Subgrantee certifies that it will provide a drug- free workplace There are two general requirements if you are a recipient other than an individual 1 First,you must make a good faith effort,on a continuing basis,to maintain a drug-free workplace Briefly,those measures are to a Publish a drug-free workplace statement and establish a drug-free awareness program for your employees(see Sec 83 205 through 83 220),and b Take actions concerning employees who are convicted of violating drug statutes in the workplace (see Sec 83 225) 2 Second,you must identify all known workplaces under your Federal awards(see Sec 83 230) Additional information can be referenced at http//w x-w access gpo gov/vara/cfr/waisidx 04/28cfrv2 04 httnl III Suspension or Termination of Funding The Oregon Military Department,Office of Emergency Management may suspend funding in whole or in part, terminate funding,or impose another sanction on a State Homeland Security Grant Program recipient for any of the following reasons A Failure to comply substantially with the requirements or statutory objectives of the State Homeland Security Grant Program gwdehnes issued thereunder,or other provisions of federal law B Failure to make satisfactory progress toward the goals and objectives set forth in the approved Project Justification(s) C Failure to adhere to the requirements of the grant award and standard or special conditions D Proposing or implementing substantial plan changes to the extent that,if originally submitted,the application would not have been selected E Failing to comply substantially with any other applicable federal or state statute,regulation,or guideline Before imposing sanctions,the Office of Emergency Management will provide reasonable notice to the Subgrantee of its intent to impose sanctions and will attempt to resolve the problem informally Page 8—City of Tigard IV. Subgrantee Representations and Warranties Subgrantee represents and warrants to OEM as follows: A. Existence and Power. Subgrantee is a political subdivision of the State of Oregon. Subgrantee has full power and authority to transact the business in which it is engaged and full power,authority,and legal right to execute and deliver this Agreement and incur and perform its obligations hereunder. B. Authority,No Contravention. The making and performance by Subgrantee of this Agreement (a) have been duly authorized by all necessary action of Subgrantee, (b) do not and will not violate any provision of any applicable law,rule,or regulation or order of any court,regulatory commission, board or other administrative agency or any provision of Subgrantee's articles of incorporation or bylaws and(c)do not and will not result in the breach of,or constitute a default or require any consent under any other agreement or instrument to which Subgrantee is a party or by which Subgrantee or any of its properties are bound or affected. C. Binding Obligation. This Agreement has been duly authorized,executed and delivered on behalf of Subgrantee and constitutes the legal,valid,and binding obligation of Subgrantee,enforceable in accordance with its terms. D. Approvals. No authorization, consent,license, approval of, filing or registration with, or notification to, any governmental body or regulatory or supervisory authority is required for the execution,delivery or performance by Subgrantee of this Agreement. David Cassel,Domestic Preparedness Manager bate Oregon Military Department Office of Emergency Management PO Box 14370 Salem,OR 97309-5062 (503)378-2911 ext 22226 Signature of Authorized Subgrantee Official Date 1�.ke-C `i�; V-t D,2 e Name/Title Signature of Authorized Fiscal Representative of Subgrantee Agency Date Page 9—City of Tigard