Archived - Plain/Simplified Funding Agreement Model for Project Funding 2018-2019

Funding Agreement (Project Funding)

Term

1.0 The term of this Agreement will be from    until   .

1.1 The fiscal year under this Agreement begins April 1^st of a calendar year and ends March 31^st of the next calendar year.

1.2 The Recipient's obligations in respect of indemnification, record keeping, reporting, refunds and cooperation with audits survive the termination or expiry of this Agreement.

Funding for Project(s)

2.0 Each Project for which DIAND agrees to provide funding is described in Annex 1.

2.1 Annex 1 sets out:

1. the Project(s) proposed by the Recipient for which DIAND agrees to provide funding; and
2. maximum funding for eligible activities for each fiscal year.

2.2 Annex 1 may also set out:

1. maximum funding for eligible expenditures for each fiscal year;
2. conditions that must be met by the Recipient;
3. conditions under which a percentage of funding may be held back by DIAND;
4. conditions under which the Recipient may use unexpended funding in the next fiscal year; and
5. adjustment factors under which DIAND may by notice increase or decrease the maximum funding for a fiscal year.

2.3 Annex 2 sets out:

1. reporting requirements;
2. reporting deadlines; and
3. the schedule of payments.

2.4 DIAND may by notice to the Recipient replace all or part of Annex 2 to extend reporting deadlines and to approve adjustments to the schedule of payments requested by the Recipient.

2.5 Notwithstanding any other provision of this Agreement, funding is dependent on an appropriation of funds by the Parliament of Canada for the fiscal year in which the payment is to be made.

Expenditure of Funding

3.0 The Recipient must:

1. only use funding for eligible activities and any eligible expenditures set out in Annex 1; and
2. meet all requirements and deadlines set out in Annex 1 and Annex 2.

Financial Arrangements

4.0 The Recipient is solely responsible for any costs or damages resulting from loans, leases and any other financial arrangements entered into by the Recipient or an agent of the Recipient.

Records and Reports

5.0 For each fiscal year, the Recipient must, in accordance with Annex 2, report to DIAND on the receipt and use of funding and results achieved in accordance with the Reporting Guide as published for that fiscal year.

5.1 For each fiscal year, DIAND will publish the Reporting Guide before that fiscal year begins and may amend a Reporting Guide during the fiscal year only if the amendment arises from a Treasury Board requirement. DIAND will promptly inform the Recipient of any amendment.

5.2 If this Agreement provides funding for a Project for more than one fiscal year, DIAND will for the start of each new fiscal year provide by notice a revised Annex 2 setting out the reporting requirements and deadlines for that fiscal year for that Project.

5.3 If Annex 2 requires annual audited financial statements, the Recipient must have those statements audited by an independent auditor.

5.4 If funding by DIAND for a Project is equal to or greater than $100,000, the Recipient must promptly provide a report to DIAND on any other funding the Recipient receives for that Project from other federal departments and agencies.

5.5 The Recipient must keep all financial and non-financial records that may be required to prepare reports under this Agreement and to complete any audits, evaluations or reviews under this Agreement.

5.6 For each fiscal year, the Recipient must keep financial and non-financial records for at least 7 years after the end of that fiscal year.

5.7 DIAND may by notice in accordance with this Agreement approve or deny a request to extend a reporting deadline.

Funding Changes or Termination

6.0 DIAND may by notice change or terminate funding:

1. 30 calendar days before a payment is to be made if the program on which funding is based is changed or terminated by any federal department or agency; and
2. any time before a payment is to be made if funding from any other federal, provincial or municipal department or agency duplicates funding under this Agreement.

Default and Remedies on Default

7.0 The Recipient is in default of this Agreement under any of the following circumstances:

1. the Recipient does not meet any obligation under this Agreement;
2. the Recipient's auditor gives a disclaimer of opinion or adverse opinion on the financial statements of the Recipient required under this Agreement or any other agreement with DIAND;
3. DIAND determines that the Recipient's financial position puts any Project at risk;
4. the Recipient becomes insolvent or ceases operation;
5. if the Recipient is a corporation, the Recipient ceases to be a corporation in good standing;
6. DIAND determines that any Project puts the health, safety or welfare of any individual at risk; and
7. the Recipient is in default under any other agreement with DIAND.

7.1 If DIAND determines that the Recipient is in default, DIAND may give notice to the Recipient of the default and take any or all of the following steps:

1. require that within 60 calendar days the Recipient establish a management action plan acceptable to DIAND to remedy the default;
2. withhold funding until the Recipient is no longer in default of any obligation and the Recipient has filed all reports required under this Agreement;
3. require other actions to remedy the default; and
4. terminate this Agreement.

Refunds to DIAND

8.0 The Recipient must refund any unexpended funding for a fiscal year unless Annex 1 authorizes the use of unexpended funding in the next fiscal year.

8.1 DIAND may give notice to the Recipient that a refund of funding must be paid under any of the following circumstances:

1. the Recipient has unexpended funding for a fiscal year;
2. the Recipient has expended funding on an ineligible activity or expenditure for a fiscal year;
3. the Recipient has not met any or all of the conditions that apply to funding set out in Annex 1;
4. the Recipient does not provide any of the reports required under this Agreement;
5. an audit includes a finding that amounts should be refunded to DIAND;
6. funding from any other federal, provincial or municipal department or agency duplicates funding under this Agreement; and
7. DIAND makes an overpayment in error.

8.2 The Recipient must refund to DIAND the amount specified in a notice within 45 calendar days of the notice.

8.3 DIAND will charge interest on any overdue amount of a refund in accordance with regulations made under the Financial Administration Act.

8.4 Any amount that the Recipient must refund to DIAND, including interest, is a debt owing and payable to DIAND.

8.5 DIAND may offset against funding under this Agreement or any other agreement with the Recipient any amounts the Recipient must refund to DIAND, including interest.

Publication of Information

9.0 DIAND will make public the name or title of the Recipient, the amount of funding provided and general Project description(s).

9.1 DIAND may also disclose additional information in accordance with the Access to Information Act and Privacy Act of Canada.

9.2 In any communication materials used by the Recipient related to the Project(s), the Recipient must acknowledge DIAND funding for the Project(s).

9.3 DIAND may unilaterally, or jointly with the Recipient, make public announcements in respect of the Project(s) funded under this Agreement, including public events, media releases, interviews, speeches, publications, signage, website publications, advertising, and promotional materials.

Audits, Evaluations and Reviews

10.0 At any time during the term of this Agreement or within seven years of its expiry or termination, DIAND may carry out one or more audits, evaluations or reviews for any or all of the following purposes:

1. to assess the effectiveness of any or all of the Project(s) funded under this Agreement;
2. to review the Recipient's management practices including program management practices;
3. to review the Recipient's financial controls;
4. to assess compliance with this Agreement; and
5. to confirm that information reported to DIAND is complete and accurate.

10.1 Any audit, evaluation or review under this Agreement may be carried out by one or more auditors, evaluators or officers employed by DIAND or a federal agency or on contract to DIAND.

10.2 The scope, coverage and timing of any audit, evaluation or review will be determined by DIAND.

10.3 The Recipient must cooperate in any audit, evaluation or review under this Agreement by:

1. providing all necessary assistance to the auditor, evaluator or officer;
2. providing access to all requested accounts and records relating to this Agreement including original supporting documents;
3. providing access to any premises under the Recipient's control;
4. allowing the auditor, evaluator or officer to inspect accounts and records and, except where prohibited by law, to take copies or extracts of those accounts and records; and
5. providing any additional information the auditor, evaluator or officer may require in respect of the accounts and records.

10.4 If requested by the auditor, evaluator or officer, the Recipient must:

1. direct anyone that has provided accounting or record keeping services to the Recipient to provide original supporting documents of those accounts and records to the auditor, evaluator or officer; and
2. give consent to the Recipient's independent auditor to give the auditor, evaluator or officer access to the working papers that support the independent auditor's opinion or disclaimer of opinion.

Agents

11.0 The Recipient must ensure that any agent agrees in writing:

1. to meet the same obligations as the Recipient has under this Agreement in respect of audits, evaluations or reviews;
2. to maintain financial and non-financial records that may be required to complete any audits, evaluations or reviews;
3. to provide to any auditor, evaluator or officer employed by DIAND or a federal agency or on contract to DIAND access to the agent's premises and financial and non-financial records required for any audit, evaluation or review; and
4. to provide financial information required by the Recipient to prepare reports under this Agreement.

11.1 If the Recipient uses an agent, the Recipient:

1. remains responsible for all obligations under this Agreement; and
2. must provide DIAND with a copy of the agency arrangement if requested by DIAND.

11.2 The Recipient must ensure that any agent agrees in writing that the agent is not:

1. an employee or agent of DIAND; and
2. in association or in a joint venture with DIAND.

Legal Considerations

12.0 This "Agreement" includes all Annexes and any amendments.

12.1 DIAND may amend this Agreement by way of a notice to the Recipient to:

1. extend reporting deadlines;
2. approve adjustments to the timing of payments; and
3. adjust the maximum funding in accordance with any adjustment factors set out in Annex 1.

Any other amendments to this Agreement require written approval of DIAND and the Recipient.

12.2 This Agreement is the entire agreement between DIAND and the Recipient regarding funding for the Project(s) set out in Annex 1 and replaces any previous agreements, commitments, negotiations or discussions.

12.3 This Agreement does not create any agency, association, joint venture or employer-employee relationship between the Recipient and DIAND.

12.4 The Recipient will indemnify DIAND, and the Minister, officers, employees and agents of DIAND from any claims, demands and liabilities relating to acts, omissions or negligence of the Recipient and any agent of the Recipient.

12.5 Any waiver of a right to take action under this Agreement must be in writing and does not affect a right to take action on a future occasion.

12.6 The Recipient must ensure that any persons lobbying on the Recipient's behalf are registered as required by the Lobbying Act.

12.7 The Recipient must ensure that no member of the House of Commons or the Senate of Canada will have a share or part of any benefit arising from this Agreement that is not also available to the general public.

12.8 The Recipient must ensure that no person to whom the post-employment provisions of the Conflict of Interest Act, the Conflict of Interest and Post-Employment Code for Public Office Holders or the Values and Ethics Code for the Public Service apply will derive any benefit from this Agreement unless that person complies with all applicable post-employment provisions.

Dispute Resolution

13.0 DIAND and the Recipient agree to negotiate to resolve disputes arising in respect of this Agreement in a timely manner.

13.1 DIAND and the Recipient may agree to non-binding mediation to resolve any particular dispute and each party will bear its own costs for mediation and share equally the cost of the mediator.

Termination of this Agreement

14.0 If DIAND determines that the Recipient is in default, DIAND may immediately terminate this Agreement by issuing a notice to the Recipient.

14.1 Either DIAND or the Recipient may terminate this Agreement other than for a default by giving at least 60 calendar days notice of termination of the Agreement.

14.2 If this Agreement is terminated, the Recipient must:

1. provide financial reports required under this Agreement within 120 calendar days;
2. refund any unexpended funding;
3. refund any debt owing and payable to DIAND; and
4. refund amounts specified in a notice requiring a refund.

Notices

15.0 All notices, including requests or other communications from one party to the other required under this Agreement, must be in writing and are dated as of the date of:

1. delivery for notices delivered in person;
2. acknowledgement of receipt for notices by registered mail or courier; and
3. transmittal for notices by facsimile or email.

15.1 The address for notice to DIAND is:

15.2 Unless the Recipient gives notice of a change of address, the address for notice to the Recipient is:

Annex 1