ISC: Plain/Simplified Funding Agreement Model for Project Funding 2018-2019

Funding Agreement (Project Funding)

Between

Her Majesty the Queen In Right of Canada as represented by the Minister of Indigenous Services

"DISC"

And

XYZ….Name of recipient or recipient organization

"Recipient"

Table of contents

Term

1.0 The term of this Agreement will be from ____ until ____.

1.1 The fiscal year under this Agreement begins April 1st of a calendar year and ends March 31st 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 DISC 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 DISC 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 DISC;
  4. conditions under which the Recipient may use unexpended funding in the next fiscal year; and
  5. adjustment factors under which DISC 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 DISC 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 DISC 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. DISC will promptly inform the Recipient of any amendment.

5.2 If this Agreement provides funding for a Project for more than one fiscal year, DISC 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 DISC for a Project is equal to or greater than $100,000, the Recipient must promptly provide a report to DISC 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 DISC may by notice in accordance with this Agreement approve or deny a request to extend a reporting deadline.

Funding Changes or Termination

6.0 DISC 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 DISC;
  3. DISC 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. DISC 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 DISC.

7.1 If DISC determines that the Recipient is in default, DISC 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 DISC 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 DISC

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 DISC 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 DISC;
  6. funding from any other federal, provincial or municipal department or agency duplicates funding under this Agreement; and
  7. DISC makes an overpayment in error.

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

8.3 DISC 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 DISC, including interest, is a debt owing and payable to DISC.

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

Publication of Information

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

9.1 DISC 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 DISC funding for the Project(s).

9.3 DISC 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, DISC 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 DISC 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 DISC or a federal agency or on contract to DISC.

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

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 DISC or a federal agency or on contract to DISC 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 DISC with a copy of the agency arrangement if requested by DISC.

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

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

Legal Considerations

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

12.1 DISC 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 DISC and the Recipient.

12.2 This Agreement is the entire agreement between DISC 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 DISC.

12.4 The Recipient will indemnify DISC, and the Minister, officers, employees and agents of DISC 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 DISC and the Recipient agree to negotiate to resolve disputes arising in respect of this Agreement in a timely manner.

13.1 DISC 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 DISC determines that the Recipient is in default, DISC may immediately terminate this Agreement by issuing a notice to the Recipient.

14.1 Either DISC 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 DISC; 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 DISC is:

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

Signed on [date]
By the Government of Canada's
Authorized representative(s):
Signed on [date]
by the Recipient's
authorized representative(s):
[insert name and title]
Department of Indigenous Services Canada
[insert name and title]
Note: if the Recipient is incorporated, insert after each signature: "I have the authority to bind the corporation."
Witness:
[insert name and title]
Date:
Witness:
[insert name and title]
Date:

Annex 1

Project Description and Funding Conditions

In this annex,

Text found between the mention [Optional:] and [Optional] is to be included where applicable in the projects' annex(es)

Notes to help the user in the creation of the annex has been added

Additional Program specific clauses can also be added within the space limitations set out in the template below

Any deviation from the text of approved clauses below is to be managed through the text deviation process

Clause numbering is to be reviewed when completing the Annex.

Annex 1A - Name of Project 1

1.0 Project Description

1.1 Note: One sentence setting out the purpose of the Project [Optional:] which may include the program spending authority[Optional]

And

Note: Maximum half page description for each fiscal year of required Project outcomes or deliverables [Optional:] include any Project milestones (key dates) [Optional]

[Optional:] 2.0 Obligation to obtain funding from other Sources

2.1 Notwithstanding any other provision of this Agreement, DISC is not obliged to provide any funding unless the Recipient obtains funding from the following sources: [Optional]

3.0 Maximum Project Funding

3.1 DISC will contribute funding up to a maximum of $xxx,xxx.

Note: programs which include conditions under which the initial estimate of maximum funding can be adjusted must use the following provision that allows for a Notice of Budget Adjustment to be used without amending the Annex. This provision must not be used by programs providing funding under the Fixed Contribution Approach.

[Optional:]
3.2 DISC may by notice to the Recipient increase or decrease the maximum funding based on the following adjustment factors:

(a)
(b)
(c)
[Optional]

3.3 DISC will contribute funding only for eligible activities [and expenditures [Optional]] as set out in the table below from the Project start date (YYYY/MM/DD) to the end date (YYYY/MM/DD).

Note: the following optional section 3.3 is to be used when the contribution is a portion of the eligible expenditures (e.g. Economic Development Program).

[Optional:]
3.3 DISC will contribute funding only for eligible activities and X % of actual eligible expenditures made by the Recipient within the maximum funding for eligible expenditures set out in the table below for the Project from the Project start date (YYYY/MM/DD) to the end date (YYYY/MM/DD). [Optional].

3.4 Within each fiscal year, the Recipient will be solely responsible for any expenditures that exceed the maximum funding for each eligible activity [Optional:] and expenditure [Optional] set out in the table below.

Eligible Activities [Optional:] / Expenditures [Optional] Maximum Funding
Fiscal Year X
[Name of the Eligible Activity] 39,053
[Optional:] Eligible Expenditures  
Salaries and Benefits 16,400
FCM/CANDO meetings 2,800
Survey preparation and distribution 9,600
Overhead [Optional] 7,693
   
[Optional:] [Name of the Eligible Activity] 10,000
Eligible Expenditures  
Salaries and Benefits 8,000
Overhead[Optional] 2,000
   
Maximum Funding for Fiscal Year X 49,053
[Optional:] Fiscal Year Y
   
[Name of the Eligible Activity] 106,157
Eligible Expenditures  
Salaries and Benefits 66,500
Community Site Visits 16,600
FCM/CANDO Meetings 3,300
Overhead 19,757
Maximum Funding for Fiscal Year Y [/Optional] 106,157
[Optional:] Maximum Funding for All Fiscal Years 155,200
[Optional]
[Optional:] Within each fiscal year, the Recipient may re-allocate to another eligible activity or expenditure up to 20% of maximum funding for an eligible activities/ expenditures. [Optional]

[Optional:] Within each fiscal year, DISC may by notice to the Recipient authorize a re-allocation to another eligible activity or expenditure greater than 20% of maximum funding for an eligible activities/ expenditures. [Optional]

 

[Optional:]

4.0 Conditions for Payment

4.1 Advance payment

Note: Maximum half page description of conditions to provide payments in accordance with schedule of payments, where applicable. [Optional]

[Optional:] 4.2 Pooled funds

To Be Used Only When a "Pool" of Funds is Set Out in the Appropriate Column in Annex 2 for the Project.

Annex 2 sets out an amount of "pooled" funds payable to the Recipient under the following conditions:

Note: set out in a maximum of one half page program specific conditions for payment of pooled funds[Optional]

 

Note: One of the Following Options (Fixed or Flexible) Under Section 7.0 Should be Used When Fixed or Flexible Funding is The Chosen Funding Approach for the Project.

[Optional:] 5.0 Hold backs

5.1 DISC will hold back 10% of funding to be paid within 45 days of completion of all reports to the satisfaction of DISC. [Optional]

[Optional:] 6.0 Management of Unexpended Funding

 

Option One: Use this Language for "Fixed" Funding Management of Unexpended Funding in the Next Fiscal Year

6.1 The Recipient may not retain any unexpended funding for the Project in a fiscal year for use in the next fiscal year and must refund that unexpended funding to DISC unless:

  1. the Recipient has performed all obligations for the fiscal year for which funding was provided and is not otherwise in default of this Agreement; and
  2. the Recipient has completed all Project(s) or Project milestones that the Recipient must have completed in the fiscal year for which the funding was provided; and
  3. DISC approves by notice to the Recipient a proposal to use that unexpended funding in the next fiscal year.

6.2 Within 120 days of the end of a fiscal year, the Recipient may submit a proposal to DISC setting out a proposed use of unexpended funding for the next fiscal year:

  1. for new Project(s) not previously funded by DISC; or
  2. for the same Project but to undertake new work not previously funded.

6.3 If DISC notifies the Recipient that a proposal is accepted, the Recipient must:

  1. only use unexpended funding for eligible activities and any eligible expenditures set out in the accepted proposal;
  2. meet all requirements and deadlines set out in the notice of acceptance and the accepted proposal;
  3. meet all other obligations under this Agreement applicable to the accepted proposal; and
  4. refund to DISC any funding from a previous fiscal year that remains unexpended at the end of the next fiscal year.

[Optional]

Or
[Optional:] Option Two: Use this Language for "Flexible" Funding Management of Unexpended Funding in the Next Fiscal Year

6.1 The Recipient may not retain any unexpended funding for the Project in a fiscal year for use in the next fiscal year and must refund that unexpended funding to DISC unless:

  1. the Recipient identifies the unexpended funding for the fiscal year in the Recipient's financial report for that fiscal year; and
  2. the funding will continue to be used only for eligible activities or eligible expenditures.

6.2 The Recipient will refund to DISC any funding that remains unexpended at the earliest of the following dates:

  1. completion of the Project; and
  2. expiry or termination of this Agreement.

[Optional]

[Optional:] 7.0 Intellectual Property

7.1 Any intellectual property created by the Recipient under this Agreement vests in the Recipient.

7.2 The Recipient agrees to grant to DISC a non-exclusive, perpetual, irrevocable, world-wide, fully-paid and royalty-free licence to exercise all intellectual property rights that arise under this Agreement.

7.3 The Recipient agrees to secure all necessary rights to give effect to the licence granted under this Agreement.

[Optional]

[Optional:] 8.0 Confidential Information

8.1 Subject to any requirement under law to disclose information and DISC's authority to share information with auditors, if the Recipient provides commercial information which the Recipient consistently treats as confidential and marks as confidential, DISC will keep that information confidential. [Optional]>

[Optional:] 9.0 Insurance Coverage

9.1 The Recipient agrees to maintain insurance coverage sufficient to protect the assets and human resources used in the Project against any reasonably foreseeable risks;

9.2 The Recipient must maintain insurance for the duration of this Agreement.

9.3 All costs related to insurance shall be borne by the Recipient. [Optional]

[Optional:] 10.0 Loans

10.1 The Recipient must not loan any of the funding provided for the Project under this Agreement.

OR

10.1 The Recipient may loan funding for the Project in accordance with this Agreement.

10.2 The Recipient must not loan any of the funding for the Project for any of the following purposes:

  1. for personal use; and
  2. for purposes that are not directly related to the Project funded under this Agreement.
[Optional]
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