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REV: 03-01-23 RL <br />Page 3 <br />e. Grantee will submit an IRS W-9 Form to the County and such other documentation as reasonably <br />requested by the County to facilitate disbursement of the Grant. <br />Grantee agrees to provide records sufficient to substantiate its representations and warranties upon the <br />County’s request. Grantee understands and agrees that the foregoing representations and warranties are <br />material to the County’s approval of the Grant. <br />6. Reporting Requirements <br />Grantee shall comply with all reporting requirements under the Agreement, including: (a) expenditures <br />to which the Grant funds have been applied, as specified in Exhibit B; (b) Project status and progress <br />toward meeting the Grant Purpose, including, without limitation, providing information regarding the <br />performance measures specified in Exhibit C; (c) any/all reporting/auditing requirements set forth in <br />Attachment E; and (d) and any further reporting reasonably requested by the County to effectuate the <br />terms and conditions of the Grant. <br />7. Relationship of Parties/Subaward <br />a. Notwithstanding any publicity or other references to the County, the Parties understand and <br />agree that any activities funded by the Grant are not performed by the Grantee or any other <br />person or entity as an independent contractor of the County, or as an employee of the County, <br />and that neither the Grantee, nor its employees, officers, agents, representatives, contractors or <br />subsidiaries acquire any of the rights, privileges, powers, or advantages of County contactors or <br />County employees. The Grantee acknowledges and agrees that it is not, and will not hold itself <br />out as, an agent, partner, or co-venturer of the County, and that this Agreement is not intended <br />to and does not create an agency, partnership, or joint venture between the Parties. This <br />Agreement is entered into for the sole benefit of the Parties and is not for the benefit of, nor may <br />any provision hereof, be enforced by any other person or entity; thus nothing contained herein <br />or in the Parties’ course of dealings shall be construed as conferring any third-party beneficiary <br />status on any person or entity not a party to this Agreement. <br />b. The Parties understand that the funds provided by the County under this Agreement are a <br />subaward of ARPA Funds. (Fed. Award Id No. SFLRP0201; Asst. List No. 21027). This means that if <br />Grantee expends more than $750,000 in Federal awards during the fiscal year, Grantee agrees to <br />submit to audit under the Single Audit Act and its implementing regulations at 2 CFR Part 200, <br />Subpart F. This is not a research and development award. <br />c. Because Grantee is receiving a subaward of ARPA Funds, the County must take steps to ensure <br />that each meets the audit requirements and uses the ARPA Funds in accordance with applicable <br />laws, regulations, and award terms and conditions. Thus, Grantee agrees upon request to <br />promptly (i) identify in writing to the County any ARPA, CARES Act, or other federal <br />awards/subawards it has received within the past three years and amounts thereof; (ii) provide <br />the County with a copy of any audit reports, including Single Audit reports, within the past three <br />years; (iii) identify its respective current management personnel and systems; and (iv) identify any <br />approved federally recognized indirect cost rate negotiated with the Federal Government. Unless <br />an approved federally recognized indirect cost rate applies, the de minimis indirect cost rate (10%) <br />shall apply to the subaward. <br />ATTY/AGR.2023.031/County of San Mateo (Agreement for Homeless Outreach) (Page 3 of 27) <br />DocuSign Envelope ID: 6F079F33-00E9-42D4-A508-A3B82FC663F4