This Comprehensive Funding Arrangement hereinafter referred to as the "Arrangement" is made:

BETWEEN:

HER MAJESTY THE QUEEN IN RIGHT OF CANADA,
as represented by the Minister of Indian Affairs and Northern Development;

(hereinafter referred to as the "Minister")

AND

THE ____________________,

as represented by ____________________

(hereinafter referred to as the "Recipient")

WHEREAS the Minister is providing funding for the delivery of programs, services and activities, as set out in this Arrangement;

WHEREAS the Recipient is expending funds to deliver the programs, services and activities; and

WHEREAS the Recipient recognizes a responsibility to:

1. maintain a soundly administered and managed organization;
   
   
2. maintain processes and procedures to facilitate management of programs, services and activities and to support financial control; and
   
   
3. account for the use of funds provided, results achieved with those funds in terms of programs, services and activities delivered.

NOW THEREFORE THE MINISTER AND THE RECIPIENT AGREE TO THE FOLLOWING:

1.0 ARRANGEMENT

1.1 This Arrangement consists of the following documents and any Amendments relating thereto:

• PART A — Definitions
• PART B — General Terms and Conditions
• PART C — Accountability Framework
• PART D — Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan
• PART E — Programs, Services and Activities Delivery Requirements and Reporting Requirements
• PART F — Adjustment Factors
• PART G — Schedule of Reporting Requirement Due Dates

Note: In completing Recipient Specific Arrangement, parts D, E, F and G should only include terms and conditions applicable to the (programs, services and activities) for which the recipient is being funded.

2.0 ARRANGEMENT AMOUNT

2.1 The Minister agrees to provide an amount of up to __________________ dollars ($__________________) on the condition that these funds are to be used for the purposes of providing programs, services and activities provided for in this Arrangement in accordance with the terms and conditions of this Arrangement.

3.0 DURATION OF THE ARRANGEMENT

3.1 This Arrangement shall be in effect from ____________________ until ____________________ subject to the termination provisions contained in this Arrangement.

4.0 REPRESENTATIONS AND WARRANTIES

4.1 The Recipient represents and warrants that:

1. any person lobbying on its behalf is registered pursuant to the Lobbying Act; and
   
   
2. where the Recipient is incorporated, it is a corporation duly incorporated and in good standing under the applicable laws of Canada or of a province or a territory of Canada, as the case may be, and will remain in good standing under those laws at all times during the duration of this Arrangement.

Note: The following clauses under 4.0 are mandatory and shall replace the above clauses under 4.0 where the Recipient is a National Aboriginal Organization or an Aboriginal Provincial/Territorial Organization.

4.0 REPRESENTATIONS AND WARRANTIES

4.1 The Recipient represents and warrants that:

1. it has not directly or indirectly paid or agreed to pay to a person, and will not directly or indirectly make or offer to a person, any payment or other compensation that is contingent upon or is calculated upon the basis of a degree of success in soliciting or obtaining this Arrangement, or negotiating the whole or any part of its terms;
   
   
2. where any person who, for payment, during the duration of this Arrangement, undertakes to communicate or arrange a meeting, on behalf of the Recipient, with any "public office holder" or "designated public office holder" as defined by the Lobbying Act, that person is registered as required by that Act;
   
   
3. where the Recipient employs one or more individuals whose duties include communicating, on behalf of the Recipient, with any "public office holder" or "designated public office holder" as defined by the Lobbying Act, the officer responsible for filing returns for the Recipient files all returns required by that Act; and
   
   
4. where the Recipient is incorporated, it is a corporation duly incorporated and in good standing under the applicable laws of Canada or of a province or a territory of Canada, as the case may be, and will remain in good standing under those laws at all times during the duration of this Arrangement.

4.2 For greater certainty, any misrepresentation or breach of warranty constitutes a default under section 4.0 of Part B of this Arrangement.

This Arrangement has been executed by the Minister and the Recipient by their duly authorized representatives.

Note: Where the Recipient is an unincorporated organization, the region must ensure that each member signs the Arrangement and the following statement must be included:

The Recipient recognizes that each of its members is jointly and severally liable with all of the other members for the obligations under this Arrangement.

AGENCY

An authority, board, committee or other entity authorized to act on behalf of the Recipient.

AMENDMENT

A formal change to the terms and conditions of this Arrangement which is executed by both parties.

COMPREHENSIVE FUNDING ARRANGEMENT (CFA)

A funding arrangement containing programs, services and activities funded by means of Contributions, Flexible Transfer Payments and Grants.

CONTRIBUTION (CONTR)

A conditional Transfer Payment for a specified purpose that is subject to being accounted for or audited for the purpose of determining adherence to terms and conditions of payment and for which unexpended balances or unallowable expenditures are to be reimbursed to the Crown.

DEFICIT

The amount by which funds expended by the Recipient exceed funds provided by the Minister and those provided by other sources for delivery of a program, service or activity after all terms and conditions have been fulfilled by the Recipient.

DEPARTMENT (DIAND)

The Department of Indian Affairs and Northern Development.

FLEXIBLE TRANSFER PAYMENT (FTP)

A conditional Transfer Payment for a specified purpose and for which unexpended balances may be retained by the Recipient, provided that all program, service and activity terms and conditions have been fulfilled by the Recipient. Any Deficit is the responsibility of the Recipient.

Note: Where Grant funding is provided under this Arrangement, the following Definition is to be included.

GRANT

An unconditional Transfer Payment.

MONTHLY EXPENDITURE PLAN

A statement set out in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan distributing the annual budget for programs, services and activities in accordance with the Recipient's estimated monthly cash requirement.

NOTICE OF BUDGET ADJUSTMENT

Changes to a program, service or activity funding level, calculated in accordance with predetermined adjustment factors as set out in Part F - Adjustment Factors, and confirmed to the Recipient by means of a written notice.

Note: When the Recipient Reporting Guide is referred to in the arrangement, the following Definition is to be included.

RECIPIENT REPORTING GUIDE (RRG)

The Recipient Reporting Guide referred to in section 1.1 of Part B - General Terms and Conditions.

REMEDIAL MANAGEMENT PLAN

A plan, developed by the Recipient and approved by the Minister, which reflects measures to be taken by the Recipient which are necessary to remedy a default under this Arrangement.

SURPLUS

The amount by which funds, provided by the Minister and other sources exceeds eligible expenditures by the Recipient for delivery of a program, service or activity.

TRANSFER PAYMENTS

Payments made from budgetary appropriations for which no goods or services are received by the Crown.

1.0 PROGRAMS, SERVICES AND ACTIVITIES

1.1 The Recipient shall:

1. deliver the programs, services and activities as set out in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan;
   
   
2. abide by the programs, services and activities delivery requirements as set out in Part E - Programs, Services and Activities Delivery Requirements and Reporting Requirements;
   
   
3. provide to the Minister reports as prescribed in Part E - Programs, Services and Activities Delivery Requirements and Reporting Requirements;
   
   Note: When the Recipient Reporting Guide is referred to in the arrangement, the following clause (c) is to replace the above (c).
   
   
4. provide to the Minister reports as prescribed in the Recipient Reporting Guide issued by the Minister and as amended from time to time, and in Part E - Programs, Services and Activities Delivery Requirements and Reporting Requirements;
   
   
5. meet the due dates for reporting set out in Part G - Schedule of Reporting Requirement Due Dates; and
   
   
6. maintain a system of accountability in accordance with the framework set out in Part C - Accountability Framework.

2.0 TERMS OF PAYMENTS

2.1 Monthly Expenditure Plan

2.1.1 The Recipient agrees to the monthly expenditures as set out in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan. The Recipient may propose changes to the monthly expenditures as required. Such changes will take effect thirty (30) days after being mutually agreed to by the Recipient and the Minister.

2.2 Cash Payments

2.2.1 The Minister shall make payments based on the amounts identified in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan.

Note: Where the region provides a schedule of payments other than the Part D - Program or Service Budgets, Authorities and Monthly Expenditure Plan, to the Recipient, the following optional clause 2.2.1 can be used to replace the above clause 2.2.1.

2.2.1 The Minister shall make payments based on the amounts identified in Part D - Program or Service Budgets, Authorities and Monthly Expenditure Plan. The Minister shall provide the Recipient with a schedule of payments.

2.2.2 As required by section 40 of the Financial Administration Act, funding under this Arrangement is subject to the appropriation of funds by Parliament with respect to the particular programs, services and activities set out in this Arrangement. The Minister shall notify the Recipient in writing of any cancellation or reduction in the funding provided pursuant to this Arrangement in the event that the Minister's funding levels are changed by Parliament.

2.2.3 Ten percent (10%) of the total funding due to the Recipient will be withheld until all reporting requirements of this Arrangement, which requirements shall survive the early termination or expiry of this Arrangement, have been fulfilled to the Minister's satisfaction as confirmed in writing. Amounts so withheld shall thereafter be paid by the Minister to the Recipient, within forty-five (45) days of the submission of the reports

Note: here the region will be entering into a Funding Arrangement in the following fiscal year with the Recipient at the expiry of this Arrangement, the following optional clause may replace subsection 2.2.3.

2.2.3 Ten percent (10%) of the total funding for each program, service or activity set out in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan will be withheld until the reporting requirements of this Arrangement corresponding to each program, service or activity, which requirements shall survive the early termination or expiry of this Arrangement, have been fulfilled to the Minister's satisfaction as confirmed in writing. Such amounts so withheld shall thereafter be paid by the Minister to the Recipient, within forty-five (45) days of the submission of the corresponding report. Where requirements for financial statements under this Arrangement or any other Arrangement have not been fulfilled, and without limiting any other remedies available to the Minister under this Arrangement or any other Arrangement, any amounts payable by the Minister to the Recipient may be withheld until the requirement for financial statements have been fulfilled to the Minister's satisfaction as confirmed in writing.

2.2.4

1. The Minister may extend the deadline for the receipt of the reports and financial statements in the event the Recipient provides written notice, prior to the date the reports and financial statements are due of circumstances beyond the Recipient's control.
   
   
2. Notwithstanding section 7.1, where the Minister extends the deadline for receipt of the reports and financial statements pursuant to subsection 2.2.4(a), or where the Minister wishes to release the Recipient from any reporting requirements under this Arrangement, the Minister may amend Part G - Schedule of Reporting Requirement Due Dates to reflect such an extension or release by way of a written notice to the Recipient to which the amended Part G - Schedule of Reporting Requirement Due Dates will be appended.

2.2.5 Any Surplus or other amount owing by the Recipient to the Minister under this Arrangement is a debt due to the Minister. The Minister shall notify the Recipient in writing of any such amount owing and such amount shall be payable to the Minister at the time the written notice is given. The Minister may thereafter set off such amount against any amount payable by the Minister to the Recipient under this Arrangement or any other Arrangement.

2.2.6 The Recipient shall promptly declare in writing to the Minister, any amount it owes to the Crown pursuant to any legislation, regulation or under any other agreement, and any such amount is a debt due and payable to the Crown and may thereafter be set off by the Minister against any amount payable by the Minister to the Recipient.

2.2.7 For further clarity, subsections 2.2.5 and 2.2.6 shall survive the termination or expiry of this Arrangement.

2.2.8 Where the amount of funding provided under this Arrangement exceeds $100,000, the Recipient warrants that it has notified the Minister in writing of the amount and of the sources of funding received or that it expects to receive from any federal, provincial, territorial and municipal government source other than the Minister for the purpose of providing any program, service and activity for which funding is provided under this Arrangement, and will promptly notify the Minister in writing of any further such funding that it receives after execution of this Arrangement. Notwithstanding subsection 2.3.2, the total of such amounts (up to the aggregate of the amount payable under this Arrangement) received by the Recipient from such other sources shall be repaid by the Recipient to the Minister, and shall be deemed to be a debt due to the Minister and may thereafter be set off by the Minister against any amount payable by the Minister to the Recipient under this Arrangement.

2.3 Surpluses and Deficits

2.3.1 For each program, service or activity identified as a Contribution in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan:

1. any Surplus shall be reimbursed by the Recipient to the Minister. Where there is more than one funding source for the program, service or activity, the Recipient shall reimburse DIAND a portion equal to DIAND's contribution to the program, service or activity; and
   
   
2. any claims eligible for reimbursement under the terms and conditions of this Arrangement shall be reimbursed by the Minister to the Recipient.

2.3.2 For each program, service or activity identified as a Flexible Transfer Payment in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan, any Surplus shall be retained by the Recipient, provided that all terms and conditions of this Arrangement have been fulfilled by the Recipient and any Deficit shall be the responsibility of the Recipient.

2.3.3 For further clarity, subsection 2.3.1 and subsection 2.3.2 shall survive the expiry or termination of this Arrangement

2.4 Financial Reporting

Note: Clauses 2.4.1 to 2.4.5 are to be included where the Recipient is a First Nation Political Organization. Note that no Appendix A is required for a FN Political Organization because of the reference to the Year-end Financial Reporting Handbook.

2.4.1 The Recipient shall maintain financial records and prepare financial statements in accordance with generally accepted accounting principles, as prescribed by the Canadian Institute of Chartered Accountants and the requirements of the Year-end Financial Reporting Handbook issued by the Minister and as amended from time to time.

2.4.2 The Recipient shall engage an independent auditor recognized in the province or territory in which the Recipient has its administrative offices and notify the Minister in writing of the appointment of the auditor at least two (2) weeks prior to the end of the fiscal year.

2.4.3 The Recipient shall prepare consolidated financial statements and such financial statements shall:

1. be audited by an independent auditor recognized in the province or territory in which the Recipient has its administrative offices;
   
   
2. be prepared in accordance with the Year-end Financial Reporting Handbook issued by the Minister and as amended from time to time; and
   
   
3. be delivered to the Minister, within one hundred and twenty (120) calendar days of the Recipient's fiscal year end.

2.4.4 Where the deadline for receipt of the Recipient's consolidated financial statements, or any consolidated financial statements required under any previous Arrangement, has not been complied with, the Minister may require that an independent auditor be appointed immediately by the Recipient. Should the Recipient refuse to abide by the Minister's request, the Minister may appoint an independent auditor whose reasonable cost shall be paid by the Recipient. The Recipient shall ensure that such an auditor shall have reasonable access to records and files.

2.4.5 The Minister shall provide the Recipient with notice of receipt and general comments within thirty (30) days of receiving the consolidated financial statements.

Note: Regions are to refer to the Financial Policies and Procedures Manual (Volume 3), Transfer Payment (Part 5), Chapter 5.17 - Funding Agreements - Financial Reporting Requirements for Recipients other than First Nations, Tribal Council and First Nation Political Organizations for the appropriate type of Financial Statement to be included in Appendix A to this Arrangement.

Note: Clauses 2.4.1 to 2.4.4 are to be included where the region determines that Option 1 or 2 is the appropriate type of financial reporting for Appendix A.

2.4.1 The Recipient shall engage an independent auditor recognized in the province or territory in which the Recipient has its administrative offices and notify the Minister in writing of the appointment of the auditor at least two (2) weeks prior to the end of the fiscal year. The notice shall authorize the Minister to release revenue information to the auditor for purposes of completing the requirements set out in Appendix A.

2.4.2 The Recipient shall maintain financial records and prepare financial statements in accordance with the requirements set out in Appendix A and which shall be delivered to the Minister, within one hundred and twenty (120) calendar days of the Recipient's fiscal year end.

2.4.3 Where the deadline for receipt of the financial statements required under this Arrangement, or any financial statements required under any previous Arrangement, has not been complied with, the Minister may require that an independent auditor be appointed immediately by the Recipient. Should the Recipient refuse to abide by the Minister's request, the Minister may appoint an independent auditor whose reasonable cost shall be paid by the Recipient. The Recipient shall ensure that such an auditor shall have reasonable access to records and files.

2.4.4 The Minister shall provide the Recipient with notice of receipt and general comments within thirty (30) days of receiving the financial statements prepared in accordance with the requirements set out in Appendix A.

Note: Clauses 2.4.1 to 2.4.3 are to be included where the region determines that Option 3 is the appropriate type of financial reporting for Appendix A.

2.4.1 The Recipient shall maintain financial records and prepare financial statements in accordance with the requirements set out in Appendix A and which shall be delivered to the Minister, within one hundred and twenty (120) calendar days of the Recipient's fiscal year end.

2.4.2 Where the deadline for receipt of the financial statements required under this Arrangement, or any financial statements required under any previous Arrangement, has not been complied with, the Minister may require that an independent auditor be appointed immediately by the Recipient. Should the Recipient refuse to abide by the Minister's request, the Minister may appoint an independent auditor whose reasonable cost shall be paid by the Recipient. The Recipient shall ensure that such an auditor shall have reasonable access to records and files.

2.4.3 The Minister shall provide the Recipient with notice of receipt and general comments within thirty (30) days of receiving the financial statements prepared in accordance with the requirements set out in Appendix A.

2.5 Notice of Budget Adjustment

2.5.1 The Minister may adjust funding under this Arrangement by way of a Notice of Budget Adjustment in accordance with Part F - Adjustment Factors.

2.5.2 In accordance with article 9.0, the Minister shall notify the Recipient of the amount and the purpose of each adjustment. The Recipient shall, within ten (10) working days from the receipt of such notice, raise any concerns with the Minister.

3.0 RECORDS AND ACCOUNTS

3.1 The Recipient shall maintain accounts and financial and non-financial records for each program, service or activity identified in Part D - Program, Service or Activity Budgets, Authorities and Monthly Expenditure Plan and shall retain these accounts and records, including all original supporting documentation, for a period of seven (7) years from the end of the fiscal year covered by this Arrangement.

3.2 The accounts and records referred to in section 3.1 must be maintained in such a way as to substantiate the schedules of revenue and expenditure to be provided to the Minister in accordance with Appendix A.

Note: The following section 3.2 must replace the above section 3.2 where the Recipient is a First Nation Political Organization.

3.2 The accounts and records referred to in section 3.1 must be maintained in such a way as to substantiate the schedules of revenue and expenditure to be provided to the Minister in accordance with the Year-end Financial Reporting Handbook referred to in subsection 2.4.1.

3.3 The Minister may audit or cause to have audited the accounts and records of the Recipient and any Agency at any time during the term of this Arrangement or within seven (7) years of the termination or expiry of this Arrangement, in order to:

1. assess or review the Recipient's compliance with the terms and conditions of this Arrangement;
   
   
2. review the Recipient's program management and financial control practices in relation to this Arrangement;
   
   
3. confirm the integrity of any data which has been reported by the Recipient pursuant to this Arrangement; or
   
   
4. review compliance with the terms and conditions of any delegation of authority or transfer of funding between the Recipient and an Agency.

3.4 The scope, coverage and timing of any audit under section 3.3 shall be determined by the Minister and may be carried out by one or more auditor(s) employed or contracted by the Minister.

3.5 In the event of an audit under section 3.3, the Recipient shall:

1. upon request by the auditors referred to in section 3.4, provide to those auditors all accounts and records of the Recipient relating to this Arrangement and to the funding provided under this Arrangement, including all original supporting documentation;
   
   
2. allow those auditors to inspect such accounts and records and, except where prohibited by law, to take copies and extracts of such accounts and records;
   
   
3. provide to those auditors such additional information as they may require with reference to such accounts and records; and
   
   
4. provide all necessary assistance to those auditors, including providing them with access to the Recipient's premises.

Note: The following section 3.6 is to be inserted where it is determined that Option 1 or Option 2 is the appropriate type of financial reporting for Appendix A.

3.6 For further clarity,

1. section 3.3 does not limit:
   
   
   1. the Recipient's obligation to engage an independent auditor under subsection 2.4.1 and to have financial statements audited in accordance with Appendix A, or
      
      
   2. the Minister's right to appoint an independent auditor or to require the Recipient to appoint an independent auditor under subsection 2.4.3;
      
      
2. the accounts and records the Minister may audit or cause to have audited under section 3.3 include records maintained under any previous Arrangement between the Recipient and the Minister that, in the opinion of any auditor employed or contracted by the Minister under section 3.4, may be relevant to the audit; and
   
   
3. sections 3.1, 3.2, 3.3, 3.4, 3.5, and 3.6 survive the termination or expiry of this Arrangement

Note: The following section 3.6 is to be inserted where the Recipient is a FN Political Organization.

3.6 For further clarity,

1. section 3.3 does not limit:
   
   
   1. the Recipient's obligation to engage an independent auditor under subsection 2.4.2 and to have financial statements audited under subsection 2.4.3, or
      
      
   2. the Minister's right to appoint an independent auditor or to require the Recipient to appoint an independent auditor under subsection 2.4.4;
      
      
2. the accounts and records the Minister may audit or cause to have audited under section 3.3 include records maintained under any previous Arrangement between the Recipient and the Minister that, in the opinion of any auditor employed or contracted by the Minister under section 3.4, may be relevant to the audit; and
   
   
3. sections 3.1, 3.2, 3.3, 3.4, 3.5, and 3.6 survive the termination or expiry of this Arrangement

Note: The following section 3.6 is to be inserted where it is determined that Option 3 is the appropriate type of financial reporting for Appendix A.

3.6 For further clarity,

1. section 3.3 does not limit the Minister's right to appoint an independent auditor or to require the Recipient to appoint an independent auditor under subsection 2.4.2;
   
   
2. the accounts and records the Minister may audit or cause to have audited under section 3.3 include records maintained under any previous Arrangement between the Recipient and the Minister that, in the opinion of any auditor employed or contracted by the Minister under section 3.4, may be relevant to the audit; and
   
   
3. sections 3.1, 3.2, 3.3, 3.4, 3.5, and 3.6 survive the termination or expiry of this Arrangement

4.0 DEFAULT AND REMEDIAL MANAGEMENT

Note: The following clause is to be inserted where the Recipient is a FN Political Organization or where the region chooses Option 1 in Appendix A.

4.1 The Recipient shall be in default of this Arrangement in the event that:

1. the terms and conditions of this Arrangement, or any other Arrangement between the Recipient and the Minister, are not met by the Recipient;
   
   
2. the Recipient's auditor gives a denial of opinion or adverse opinion with respect to the financial statements of the Recipient in the course of conducting an audit pursuant to subsection 2.4.3 or 2.4.4 of Part B of this Arrangement or its predecessor;
   
   NOTE: Regions must replace the reference in 4.1 (b) "subsection 2.4.3 or 2.4.4. of Part B" with the following: "subsection 2.4.2 or 2.4.3 of Part B" where the Recipient is not a FN Political Organization and is reporting as per Option 1 set out in Appendix A.
   
   
3. audited financial statements of the Recipient, prepared pursuant to subsection 2.4.3 of Part B of this Arrangement or its predecessor, indicate that the Recipient has incurred a cumulative operating deficit equivalent to eight (8) % or more of the Recipient's total annual operating revenues; or
   
   NOTE: Regions must replace the reference in 4.1 (c) "subsection 2.4.3 of Part B" with the following : "subsection 2.4.2 of Part B" where the Recipient is not a FN Political Organization and is reporting as per Option 1 set out in Appendix A.
   
   Note: The following is to be added in addition to the above for Corporate Recipients.
   
   
4. the Recipient:
   
   
   1. suffers a final judgement against it to remain unsatisfied for a period of longer than thirty (30) days; or
      
      
   2. causes or permits third party claims to arise against it or the Minister; or
      
      
   3. is or is at risk of becoming insolvent;
      
      
5. it is adjudged a bankrupt;
   
   
6. a bankruptcy petition is filed against it or it makes a general assignment for the benefit of creditors under the Bankruptcy and Insolvency Act;
   
   
7. it ceases to operate, commits an act of bankruptcy or insolvency or makes a sale or assignment in bulk of its assets;
   
   
8. it files a notice of intention to file a proposal, or a plan of arrangement of compromise to its creditors under the Bankruptcy and Insolvency Act or the Companies' Creditors Arrangements Act;
   
   
9. it is placed in receivership or upon any proceeding being commenced to appoint a receiver, receiver-manager or an official having similar function in respect of the Recipient;
   
   
10. any execution, sequestration or other process of any Court is enforced against a substantial portion of the property of the Recipient or upon any distress or analogous process being levied against a substantial portion of the property of the Recipient;
    
    
11. steps are taken under any legislation by or against the Recipient seeking liquidation, winding-up or dissolution of the Recipient; or
    
    
12. it ceases to be a corporation in good standing under the applicable laws of Canada or of a province or a territory of Canada, as the case may be.

Note: The following clause is to be inserted where the region chooses Option 2 in Appendix A.

4.1 The Recipient shall be in default of this Arrangement in the event that:

1. the terms and conditions of this Arrangement, or any other Arrangement between the Recipient and the Minister, are not met by the Recipient; or
   
   
2. the Recipient's auditor gives a denial of opinion or adverse opinion with respect to the financial statements of the Recipient in the course of conducting an audit pursuant to subsection 2.4.2 or 2.4.3 of Part B of this Arrangement or its predecessor;
   
   Note: The following is to be added in addition to the above for Corporate Recipients.
   
   
3. the Recipient:
   
   
   1. suffers a final judgement against it to remain unsatisfied for a period of longer than thirty (30) days; or
      
      
   2. causes or permits third party claims to arise against it or the Minister; or
      
      
   3. is or is at risk of becoming insolvent;
      
      
4. it is adjudged a bankrupt;
   
   
5. a bankruptcy petition is filed against it or it makes a general assignment for the benefit of creditors under the Bankruptcy and Insolvency Act;
   
   
6. it ceases to operate, commits an act of bankruptcy or insolvency or makes a sale or assignment in bulk of its assets;
   
   
7. it files a notice of intention to file a proposal, or a plan of arrangement of compromise to its creditors under the Bankruptcy and Insolvency Act or the Companies' Creditors Arrangements Act;
   
   
8. it is placed in receivership or upon any proceeding being commenced to appoint a receiver, receiver-manager or an official having similar function in respect of the Recipient;
   
   
9. any execution, sequestration or other process of any Court is enforced against a substantial portion of the property of the Recipient or upon any distress or analogous process being levied against a substantial portion of the property of the Recipient;
   
   
10. steps are taken under any legislation by or against the Recipient seeking liquidation, winding-up or dissolution of the Recipient; or
    
    
11. it ceases to be a corporation in good standing under the applicable laws of Canada or of a province or a territory of Canada, as the case may be.

Note: The following clause is to be inserted where the region chooses Option 3 in Appendix A.

4.1 The Recipient shall be in default of this Arrangement in the event that:

1. the terms and conditions of this Arrangement, or any other Arrangement between the Recipient and the Minister, are not met by the Recipient;
   
   Note: The following is to be added in addition to the above for Corporate Recipients.
   
   
2. the Recipient:
   
   
   1. suffers a final judgement against it to remain unsatisfied for a period of longer than thirty (30) days; or
      
      
   2. causes or permits third party claims to arise against it or the Minister; or
      
      
   3. is or is at risk of becoming insolvent;
      
      
3. it is adjudged a bankrupt;
   
   
4. a bankruptcy petition is filed against it or it makes a general assignment for the benefit of creditors under the Bankruptcy and Insolvency Act;
   
   
5. it ceases to operate, commits an act of bankruptcy or insolvency or makes a sale or assignment in bulk of its assets;
   
   
6. it files a notice of intention to file a proposal, or a plan of arrangement of compromise to its creditors under the Bankruptcy and Insolvency Act or the Companies' Creditors Arrangements Act;
   
   
7. it is placed in receivership or upon any proceeding being commenced to appoint a receiver, receiver-manager or an official having similar function in respect of the Recipient;
   
   
8. any execution, sequestration or other process of any Court is enforced against a substantial portion of the property of the Recipient or upon any distress or analogous process being levied against a substantial portion of the property of the Recipient;
   
   
9. steps are taken under any legislation by or against the Recipient seeking liquidation, winding-up or dissolution of the Recipient; or
   
   
10. it ceases to be a corporation in good standing under the applicable laws of Canada or of a province or a territory of Canada, as the case may be.

4.2 In the event the Recipient is in default the parties will communicate or meet to review the situation.

4.3 Notwithstanding section 4.2, in the event the Recipient is in default under this Arrangement, the Minister may take one or more of the following actions as may reasonably be necessary, having regard to the nature and extent of the default:

1. require the Recipient to develop and implement a Remedial Management Plan within sixty (60) calendar days, or at such other time as the parties may agree upon and set out in writing;
   
   
2. withhold any funds otherwise payable under this Arrangement
   
   
3. require the Recipient to take any other reasonable action necessary to remedy the default;
   
   
4. take such other reasonable action as the Minister deems necessary; or
   
   
5. terminate this Arrangement

5.0 PROVISION OF INFORMATION, AUDIT AND EVALUATION

5.1 The Minister will, at the Recipient's request, provide to the Recipient:

1. any fiscal management policies relevant to the funding provided for in this Arrangement upon such policy becoming available to the public; and
   
   
2. any publicly available information or guidelines relevant to the programs, services and activities set out in this Arrangement.

5.2 Notwithstanding any other provision of this Arrangement, the Minister may, individually or in conjunction with other federal departments, at any time during the term of this Arrangement or within five years of its expiry or termination, carry out one or more audits or evaluations of the effectiveness of any or all of the programs and services funded under this Arrangement, including those programs and services provided by Agencies, or of the Recipient's management practices in relation to this Arrangement. In the event the Minister decides to carry out one or more such audits or evaluations, the Recipient will cooperate in the conduct of any such audit or evaluation and provide to the Minister, other federal departments or their representatives such information as they require. The Recipient shall maintain accounting documentation regarding all funding provided by the Minister and other federal departments in a manner that will allow for audit.

6.0 SUBJECT MATTER OF THE ARRANGEMENT

6.1 This Arrangement is only for the funding and delivery of programs, services and activities in accordance with its terms and conditions.

7.0 AMENDMENTS

7.1 All Amendments to this Arrangement shall be made in writing and executed by both parties.

8.0 TERMINATION

8.1 Unless implemented as a result of section 4.3, termination of this Arrangement shall require written notice by either party, at least sixty (60) days prior to the termination date indicating the intent and reasons for such termination.

8.2 In the event of the termination of this Arrangement:

1. the Recipient will provide the Minister with financial statements, prepared in accordance with the requirements set out in Appendix A, within one hundred and twenty (120) days of the date of termination, unless the Minister waives this requirement in writing;
   
   
2. any unexpended funding transferred to the Recipient by the Minister, up to the termination date of this Arrangement, will be paid to the Minister by the Recipient, unless the Recipient and the Minister agree otherwise in writing;
   
   
3. any monies owed to the Recipient by the Minister, up to the termination date of this Arrangement, will be paid to the Recipient by the Minister, unless the Recipient and the Minister agree otherwise in writing; and
   
   
4. for further clarity, this section shall survive the termination or expiry of this Arrangement.

9.0 NOTICES

9.1 Where in this Arrangement any notice, request, direction, or other communication is required to be given or made by either party, it shall be in writing addressed to the party for whom it is intended at the addresses noted in section 9.4 and may be given or made by either party by their duly authorized representatives.

9.2 The notice referred to in section 9.1 will be effective by using any one of the following methods and deemed to have been given as at the date specified for each method:

1. by personal delivery, on the date upon which the notice is delivered;
   
   
2. by registered mail or courier, on the date upon which receipt of the notice is acknowledged by the other party;
   
   
3. by facsimile or electronic mail, on the date upon which the notice is transmitted and receipt of such transmission by the other party can be confirmed.

9.3 The address information of either party referred to in section 9.4 may be changed by providing notice to the other party of such change.

9.4 Notices shall be mailed to:

10.0 EXTENT OF ARRANGEMENT

10.1 This Arrangement constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all previous agreements relating to it unless they are incorporated by reference in this Arrangement.

11.0 SUCCESSORS

11.1 This Arrangement shall be binding upon the parties to this Arrangement and their respective administrators and successors.

12.0 REPRESENTATION OF AUTHORITY

12.1 For the purposes of this Arrangement, the Recipient agrees not to represent itself as an agent of the Minister.

13.0 CONFLICT OF INTEREST PROVISIONS REGARDING FEDERAL

13.1 No member of the Senate or House of Commons of Canada shall be admitted to any share or part of this Arrangement or any benefit arising therefrom.

13.2 No individual to whom the post-employment provisions of the Conflict of Interest Act, the Conflict of Interest and Post-Employment Code for Public Office Holders, the Values and Ethics Code for the Public Service, or the Conflict of Interest and Post-Employment Code for the Public Service apply will derive any direct benefit from this Arrangement unless that individual is in compliance with the applicable post-employment provisions.

14.0 INDEMNIFICATION

14.1 The Recipient will save harmless and fully indemnify the Minister, his officers, employees, servants and agents, successors and assigns from and against all claims, liabilities, and demands arising directly or indirectly from any act, omission, or negligence of the Recipient, any breach of this Arrangement by the Recipient, and performance or nonperformance (in whole or in part) of the Recipient's obligations under this Arrangement, and any claims, liabilities, and demands that may arise from the Recipient entering into any loan, capital lease or other long term obligation and such indemnification will survive the termination or expiration of this Arrangement.

1.0 General

1.1 Without limiting the accountability provisions contained elsewhere in this Arrangement, the Recipient agrees to develop, implement and maintain a system of accountability consistent with the following accountability framework and the obligations contained herein.

2.0 Transparency

2.1 Agency of the Recipient

2.1.1 Where the Recipient delegates authority or transfers funding provided pursuant to this Arrangement to an Agency, the Recipient will remain liable to the Minister for the performance of its obligations under this Arrangement.

2.1.2 Where the Recipient delegates authority or transfers funding provided pursuant to this Arrangement to an Agency, the Recipient shall ensure that the Agency:

a. has a specified mandate, a clearly identified role and a defined relationship with the Recipient;

b. adheres to the accountability provisions set out in this Arrangement;

c. provides to the Recipient financial statements prepared:

1. in accordance with the requirements set out in Appendix A; and

Note: The following subsection (i) must replace subsection (i) above where the Recipient is a FN Political Organization.

1. in accordance with the requirements set out in the Year-end Financial Reporting Handbook issued by the Minister and as amended from time to time; and
2. in a manner permitting the preparation of the financial statements by the Recipient

d. consents to the release by the Recipient to the Minister of the financial statements provided to the Recipient under subsection 2.1.2(c);

e. maintains accounts and financial and non-financial records for each program, service or activity delegated by the Recipient to the Agency or for which funding is transferred by the Recipient to an Agency, and retains these accounts and records, including all original supporting documentation, for a period of seven (7) years from the end of the fiscal year covered by this Arrangement;

f. in the event of an audit under section 3.3 of Part B - General Terms and Conditions:

1. upon request by the auditors referred to in section 3.4 of Part B - General Terms and Conditions , provides to those auditors all accounts and records, including supporting documentation, of the Agency relating to any program, service or activity delegated or funding transferred to the Agency by the Recipient;
   
   
2. allows those auditors to inspect such accounts and records and, except where prohibited by law, take copies and extracts of such accounts and records; and
   
   
3. provides all necessary assistance to those auditors, including providing them with access to the Agency's premises.
   
   

2.1.3 Without limiting subsection 2.1.2, where the Recipient delegates authority or transfers funding provided pursuant to this Arrangement to an Agency :

1. the terms of the delegation or transfer will be evidenced by an agreement in writing executed by the Recipient and the authorized representatives of the Agency;
   
   
2. upon the written request of the Minister, a copy of the agreement shall be made available to the Minister;
   
   
3. upon the written request of the Minister, the Recipient shall provide to the Minister a copy of the financial statements provided to the Recipient by the Agency under subsection 2.1.2; and
   
   
4. subsections 2.1.2 and 2.1.3 survive the expiry or termination of this Arrangement.

2.1.4 Where the Recipient delegates authority or transfers funding provided pursuant to this Arrangement to an Agency, the Recipient will save harmless and fully indemnify the Minister, his officers, employees, servants and agents, successors and assigns from and against all claims, liabilities, and demands arising directly or indirectly from any act, omission, or negligence of the Agency, any breach of this Arrangement by the Agency, and performance or nonperformance (in whole or in part) of the Recipient's obligations under this Arrangement, and any claims, liabilities, and demands that may arise from the Agency entering into any loan, capital lease or other long term obligation and such indemnification will survive the termination or expiration of this Arrangement.

Note: Where the Recipient will not be delegating any of its obligations nor transferring any funding under the Arrangement to an Agency, the following clause may replace section 2.1 [as well, the definition of an Agency in PART A - Definitions should be deleted]:

2.1 No Delegation, Subcontracting or Assignment

2.1.1 The Recipient shall not delegate, subcontract, or assign any of its obligations under this Arrangement.

2.2 Budget

2.2.1 The Recipient shall have a Budget in place for the term of this Arrangement that includes the allocation by the Recipient of funds transferred under this Arrangement for the provision of programs, services and activities.

Note: The following clause is to be included where the recipient is a FN Political Organization or FN Organization.

2.3 Conflict of Interest

2.3.1 The Recipient shall develop, implement and maintain conflict of interest guidelines which shall, at a minimum, provide that:

1. an employee or representative of the Recipient will not benefit from that position beyond the agreed upon compensation as a result of the position they hold; and
   
   
2. where an employee or representative of the Recipient has a personal interest in the outcome of any decision to be made by the Recipient and that interest may give rise to a conflict of interest, that conflict and the extent of the interest will be disclosed to the Recipient and the Recipient will determine whether that individual will take part in that decision.

2.4 Loans

2.4.1 The Recipient shall not make loans from funds transferred under this Arrangement.

Note: The following clause is to be included where the Recipient is a First Nation Political Organization or First Nation Organization.

3.0 Disclosure

3.1 The Recipient shall make the financial statements, including the auditor's report available to the members of its member first nations.

FOR FISCAL YEAR 2010-2011

Insert Part D initial report here.

Note: This report is automatically generated through FNITP.

NOTE: THE SPECIFIC PROGRAMS, SERVICES AND ACTIVITIES DELIVERY AND REPORTING REQUIREMENTS EXPECTED OF THE RECIPIENT FOR THE PURPOSES OF THE FUNDING PROVIDED PURSUANT TO THIS ARRANGEMENT ARE TO BE SET OUT IN THIS PART.

Note: The CFA National Model for use with First Nations and Tribal Councils may be referred to for program and delivery reporting requirements, where applicable.

Note: Where funding is provided for the development of material and where the region considers that there is a need to set out terms and conditions for shared rights to this material, the following text should be added at the end of each relevant section(s) set out in the Part.

In this section,

"material" includes anything that is created or developed by the Recipient in the course of implementing, providing or promoting the programs, services and activities under this Arrangement, and in which copyright subsists.

1. Copyright in the material shall vest in the Recipient.
   
   
2. The Recipient grants to the Minister a non-exclusive, irrevocable, Canada-wide, fully-paid and royalty-free license to use, copy, translate or distribute the material to the public for any governmental purpose.
   
   
3. Where the Minister translates any material developed pursuant to this section, copyright in the translated material shall vest in the Minister.

Note: the adjustment factors to be used for the purposes of adjusting budgets under the Arrangement are to be identified in this part.

Note: the CFA National Model for use with First Nations and Tribal Councils is to be referred to for adjustment factors, where applicable.

Note: See Section 2.5 of Part B, General Terms and Conditions.

Insert Part G Initial Report here

Note: This report is automatically generated through FNITP.

1.0 INTRODUCTION

1.1 Recipient financial reporting of DIAND funding will be based on general purpose financial statements that meet the needs of all potential readers and be prepared in accordance with generally accepted accounting principles (GAAP). These statements shall be audited in accordance with generally accepted auditing standards. The statement of financial position or balance sheet shall be signed by the official or officials of the Recipient responsible for financial reporting.

1.2 This Appendix will not explain or detail GAAP requirements but will only detail DIAND specific financial reporting requirements.

2.0 GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) FINANCIAL REPORTING REQUIREMENTS

2.1 The Recipient should follow the relevant recommendations found in either the Canadian Institute of Chartered Accountants (CICA) Handbook or the CICA Public Sector Accounting Handbook, depending on whether the Recipient is considered a profit oriented enterprise, a not-for-profit organization or a public sector organization through the application of GAAP definitions and recommendations.

3.0 TREATMENT OF DIAND FUNDING AT YEAR END

3.1 Programs, Services and Activities Schedules (see example attached)

In addition to the financial statements required by GAAP, DIAND requires that Recipients prepare a separate statement of revenue and expenditure for each program, service and activity funded under this Arrangement.

3.2 Amounts due to/from the Crown

Contribution funding provided to the Recipient is to be used for the purposes specified in the Arrangement. Recipients must reimburse any unexpended balances or unallowable expenditures to DIAND and disclose these amounts as an accounts payable to DIAND in their audited financial statements.

Also, any claims eligible for reimbursement under the terms and conditions of the Arrangement will be reimbursed by DIAND to the Recipient and must be disclosed as an accounts receivable in the Recipient's audited financial statements.

Example of Programs, Services and Activities Schedule

(Recipient's Name)
Statement of Revenue and Expenditure
(Description of the programs, services and activities as stated in the Arrangement)
for the year ended (_______)

See accompanying notes to financial statement

1.0 INTRODUCTION

1.1 Recipients will provide DIAND with an audited statement of revenue and expenditure to account for the funds provided through the Arrangement. It shall be audited in accordance with generally accepted auditing principles.

2.0 FINANCIAL REPORTING REQUIREMENTS

2.1 The audited statement of revenue and expenditure shall include the following:

1. An auditor's report, as outlined in Section 5805 of the Canadian Institute of Chartered Accountants (CICA) Handbook;
   
   
2. A statement of revenue and expenditure for each program, service and activity funded under this Arrangement (see example) signed by the Recipient. More specifically,
   
   
   1. the statement should be presented on an accrual basis;
      
      
   2. the revenue section of the statement should include funding/revenue from all sources including funds received from other government departments, private enterprises and other sources;
      
      
   3. the expenditure section of the statement should include all expenditures relating to the programs, services and activities; and
      
      
   4. the amounts due to/from DIAND should be disclosed. Contribution funding provided to the Recipient is to be used for the purposes specified in the Arrangement. Recipients must reimburse any unexpended balances or unallowable expenditures to DIAND and disclose these amounts as an accounts payable. Also, any claims eligible for reimbursement under the terms and conditions of the Arrangement will be reimbursed by DIAND to the Recipient and must be disclosed as an accounts receivable.
      
      
3. The accompanying notes to the audited statement of revenue and expenditure.

Example of Programs, Services and Activities Statement of Revenue and Expenditure

(Recipient's Name)
Audited Statement of Revenue and Expenditure
(Description of the programs, services and activities as stated in the Arrangement)
for the year ended (_______)

Signature: __________________________

See accompanying notes to audited statement of revenue and expenditure

1.0 INTRODUCTION

1.1 Recipients will provide DIAND with a statement of revenue and expenditure to account for the funds provided through the Arrangement.

2.0 FINANCIAL REPORTING REQUIREMENTS

2.1 The statement of revenue and expenditure shall include the following:

1. A statement of revenue and expenditure for each program, service and activity funded under this Arrangement (see example) signed by the Recipient. More specifically,
   
   
   1. the statement should be presented on an accrual basis
      
      
   2. the revenue section of the statement should include funding/revenue from all sources including funds received from other government departments, private enterprises and other sources;
      
      
   3. the revenue section of the statement should include funding/revenue from all sources including funds received from other government departments, private enterprises and other sources;
      
      
   4. the expenditure section of the statement should include all expenditures relating to the programs, services and activities; and
      
      
   5. the amounts due to/from DIAND should be disclosed. Contribution funding provided to the Recipient is to be used for the purposes specified in the Arrangement. Recipients must reimburse any unexpended balances or unallowable expenditures to DIAND and disclose these amounts as an accounts payable. Also, any claims eligible for reimbursement under the terms and conditions of the Arrangement will be reimbursed by DIAND to the Recipient and must be disclosed as an accounts receivable.
      
      
2. The accompanying notes to the statement of revenue and expenditure.

Example of Programs, Services and Activities Statement of Revenue and Expenditure

(Recipient's Name)
Statement of Revenue and Expenditure
(Description of the programs, services and activities as stated in the Arrangement)
for the year ended (_______)

Signature: __________________________

See accompanying notes to statement of revenue and expenditure