BETWEEN

THE GOVERNMENT OF CANADA (herein referred to as "Canada") represented by the Minister responsible for Infrastructure and the Minister of Indian Affairs and Northern Development

AND

THE GOVERNMENT OF THE NORTHWEST TERRITORIES (herein referred to as "GNWT") represented by the Minister of Finance and the Minister of Municipal and Community Affairs.

WHEREAS the Government of Canada outlined in the 1999 Speech from the Throne a new vision of 21^st Century infrastructure to improve the quality of life for Canadians and make a long-term contribution towards a dynamic economy;

AND WHEREAS Canada and the Northwest Territories agree that an Infrastructure program for the construction, renewal, expansion, or material enhancement of infrastructure throughout Canada will contribute to improving the quality of life for all Canadians and building the foundation for sustained long-term economic growth in the 21^st century;

AND WHEREAS Canada and the Northwest Territories agree that community governments know the infrastructure needs that contribute most to the quality of life of communities in Canada;

AND WHEREAS 27 of 33 communities in the Northwest Territories are non-tax-based and rely on the territorial government for financial support;

AND WHEREAS Canada and the Northwest Territories agree that working in cooperation with community government and the private sector, to maximize the use of their resources and expertise, is to the benefit of Canadians;

AND WHEREAS Canada and the Northwest Territories agree that communication with the public will best serve Canadians right to transparency, public accountability, and full information about the benefits of the Infrastructure program and the contribution of each party;

AND WHEREAS Canada is committed to co-operating with the Northwest Territories to provide services in both official languages and to support the development of official language minority communities;

AND WHEREAS the Governor in Council by Order in Council P.C. 2000-1526 has authorized the Minister responsible for Infrastructure together with the Minister of Indian Affairs and Northern Development to execute this Agreement on behalf of Canada;

AND WHEREAS the GNWT Executive Council has authorized the Minister of Finance and the Minister of Municipal and Community Affairs to enter into this Agreement on behalf of the Northwest Territories;

THEREFORE, in accordance with the principles set out above, Canada and the Northwest Territories hereby agree as follows:

1 INTERPRETATION

Definitions

1.1 In this Agreement, unless the context requires otherwise,

(a) "Applicant" means an applicant for a contribution to a Project pursuant to the Infrastructure program;

(b) "Band Council" means the council of a band established pursuant to the Indian Act.

(c) "Community Government" means any Band Council, City, Town, Village, Hamlet, Charter Community, Settlement, and Unincorporated Community;

(d) "Federal Implementing Minister" means the Minister of Indian Affairs and Northern Development and includes anyone authorized to act on the Minister's behalf;

(e) "Federal Ministers" means the Minister responsible for Infrastructure and the Federal Implementing Minister;

(f) "Fiscal year" means the period beginning April 1 of a year and ending March 31 of the following year;

(g) "Infrastructure" means publicly or privately owned fixed capital assets in Canada for public use or benefit;

(h) "Ministers" means the Federal Ministers and the Territorial Ministers;

(i) "Minister responsible for Infrastructure" means the President of the Treasury Board of Canada as Minister responsible for Infrastructure and includes anyone authorized to act on the Minister's behalf;

(j) "Project" means an Infrastructure project proposed or approved under this Agreement;

(k) "Territorial Implementing Minister" means the Minister of Municipal and Community Affairs or any Territorial Minister subsequently charged with this responsibility, and includes anyone authorized to act on his/her behalf;

(l) "Territorial Minister" means the Minister of Finance or any Territorial Minister subsequently charged with this responsibility, and includes anyone authorized to act on his/her behalf;

(m) "Territorial Ministers" means the Territorial Minister and the Territorial Implementing Minister;

(n) "Third Party" means any person, other than a Party or Applicant that is involved in a Project under the Infrastructure program.

1.2 Words in the singular include the plural, and words in the plural include the singular, as the context requires.

1.3 All Schedules to this Agreement form part of the Agreement.

1.4 Canada and the GNWT are the Parties to this agreement.

1.5 The purpose of this Agreement is to enable the Parties to undertake the Infrastructure program, by defining their roles and responsibilities, the processes and rules for managing and administering this Agreement, and the obligations and undertakings on the part of each Party.

2 PURPOSE, OBJECTIVES AND SCOPE

2.1 The purpose of the Infrastructure program is to improve urban and rural municipal infrastructure in Canada and the Northwest Territories. Infrastructure program objectives include improving Canadians’ quality of life through investments that:

Enhance the quality of Canada's environment

Support long-term economic growth

Improve community infrastructure

Build 21^st century infrastructure through best technologies, new approaches and best practices.

2.2 The scope of investments (as set out in Schedule A) supporting the objectives of the Infrastructure program include:

(a) as a first priority, green municipal infrastructure; and

(b) as secondary priorities, local transportation infrastructure, cultural and recreational infrastructure, infrastructure supporting tourism, rural and remote telecommunications, high-speed Internet access for local public institutions, and affordable housing.

3 ROLES AND RESPONSIBILITIES OF THE MANAGEMENT COMMITTEE

Establishment and Membership

3.1 A Management Committee shall be established to administer and manage this Agreement. The Management Committee shall consist of two Federal Members (to be appointed by the Minister responsible for Infrastructure) and two Territorial Members (to be appointed by the Territorial Implementing Minister). The Management Committee shall continue to exist and operate for as long as necessary to meet the requirements of the Agreement.

3.2 The Management Committee shall be headed by two Co-chairs, a Federal Co-chair (appointed by the Minister responsible for Infrastructure from the two Federal Members), and a Territorial Co-chair (appointed by the Territorial Implementing Minister from the two Territorial Members). In the case of a Co-chair’s absence or inability to act, the Federal Member not appointed as Co-chair shall act as the substitute for the Federal Co-chair and the Territorial Member not appointed as Co-chair shall act as the substitute for the Territorial Co-chair.

3.3 The Minister responsible for Infrastructure and the Territorial Implementing Minister shall establish a local government consultative committee on Infrastructure that may be consulted in respect of any matter related to the implementation of this Agreement. This committee shall include representatives from the Northwest Territories Association of Municipalities and First Nations communities.

Internal Rules of the Management Committee

3.4 The Management Committee shall meet every two months at such places and on such dates as may be agreed by the Co-chairs or their substitutes. The Co-chairs may alter the timetable to meet the demands on the Management Committee. A quorum for all meetings of the Management Committee shall be the two Co-chairs.

3.5 The Management Committee shall establish sub-committees as required from time to time to carry out this Agreement.

3.6 The Management Committee shall establish all rules and procedures with respect to its own meetings and meetings of sub-committees of the Management Committee, including rules for the conduct of meetings and decision-making where the members are not physically present.

3.7 The Management Committee shall develop, where appropriate, and in a timely manner, administrative guidelines for the application, assessment, approval, reporting, implementation and evaluation processes of Projects.

3.8 The Management Committee shall establish a Joint Secretariat to support the administration of this Agreement, including the sharing of information about applications and proposed Projects.

Project Review, Selection and Approval

3.9 The Management Committee shall:

(a) review all Projects to ensure that they (i) are consistent with the objectives and targets of the Infrastructure program, (ii) meet the eligibility and screening criteria, and are ranked appropriately, according to the criteria set out in Schedule A, (iii) are structured so that any ongoing operating costs are borne by the Applicant or a Third Party and (iv) are supported by satisfactory financial arrangements.

(b) ensure that environmental assessments of Projects have been completed in accordance with the requirements of the applicable environmental legislation of Canada and the Northwest Territories;

(c) ensure that Projects are consistent with planning practices and guidelines of the GNWT;

(d) make a decision (or recommendation) about approval (i) in respect of all Projects proposed pursuant to this Agreement, and (ii) in respect of any material changes to the scope of a Project approved pursuant to this Agreement;

(e) ensure that any Project approval decision is made before April 1, 2005, and that no Project is approved if its expected completion date extends beyond March 31, 2006;

(f) consider amendments to Projects (other than changes in scope approved under paragraph 0), provided they are submitted to the Management Committee no later than March 31, 2007;

(g) ensure that all contracts awarded for the implementation of a Project incorporate the relevant provisions of this Agreement.

Decisions

3.10 The decisions, approvals and recommendations of the Management Committee will be made or given upon agreement by the Co-chairs. The signatures of both Co-chairs shall be sufficient verification, for the purposes of this Agreement, of any such decision, recommendation or approval by the Management Committee.

Other Related Responsibilities

3.11 The Management Committee shall be responsible for the administration and management of this Agreement, and without limiting the generality of the foregoing, shall:

(a) ensure the implementation of the Communications Protocol, the Audit Framework, and other provisions of this Agreement;

(b) carry out any other duties, powers and functions specified elsewhere in this Agreement or as may be assigned to the Management Committee by the Ministers to accomplish the Purpose of this Agreement;

(c) provide annual audit plans and reports, and such other reports as necessary to the Ministers.

4 PROJECT IMPLEMENTATION

4.1 It shall be the responsibility of the GNWT to ensure that all Projects approved under the terms of this Agreement are implemented.

4.2 The Parties shall comply with and shall ensure that the Applicant and any Third Party complies with all applicable environmental legislation of Canada and the GNWT in the implementation of any Project under this Agreement.

5 CONTRACT PROCEDURES

5.1 All contracts to be entered into by the GNWT or by any Applicant, with a Third Party for the implementation of a Project shall be awarded and administered in accordance with the administrative, management and contract policies and procedures of the GNWT and provisions of land claims settlements.

5.2 All contracts entered into pursuant to Section 5.1 shall be consistent with and shall incorporate the relevant provisions of this Agreement and (without limiting the foregoing) the GNWT shall ensure that such contracts include the following provisions:

(a) proper and accurate accounts and records shall be maintained with respect to the Project;

(b) the Parties and any member of the Management Committee, or their designates, shall be permitted, at all reasonable times, to inspect the terms of the contract and any records and accounts respecting the Project;

(c) all applicable labour, environmental and human rights legislation shall be complied with;

(d) the Third Party shall be solely responsible for and shall save harmless and indemnify Canada, the GNWT and their Ministers, officers, employees and agents from and against all claims, liabilities, and demands of any kind with respect to any injury to persons (including, without limitation, death), damage to or loss or destruction of property, economic loss or infringement of rights caused by or arising directly or indirectly from (i) the Project; (ii) the performance of the contract or the breach of any term or condition of the contract by the Third Party or its officers, employees or agents; (iii) the on-going operation, maintenance and repair of the Project; or (iv) any omission or any wilful or negligent act of the Third Party or its officers, employees or agents;

(e) Applicants and Third Parties who are dissatisfied with decisions of the Management Committee or the GNWT affecting their Project may, in addition to any other remedy, lodge a complaint with the Management Committee or the GNWT.

5.3 Upon the completion of any Project, the GNWT, the Applicant or any Third Party to whom is assigned the on-going responsibility for such Project shall take over full responsibility for that Project's operation, maintenance and repair, except where Canada and the GNWT have specifically agreed otherwise.

6 FINANCIAL PROVISIONS

6.1 Subject to the terms and conditions of this Agreement and subject to the express condition that there be an appropriation by the Parliament of Canada for the funds necessary for the Fiscal Year in which they are required, the contribution by Canada under this Agreement shall comprise:

(a) Infrastructure program funding of $3,045,000; and

(b) First Nations funding of $1,092,000.

The total contribution by Canada under this Agreement shall not exceed $4,137,000.

6.2 Except as otherwise provided in subsection 6.3 of this Agreement, the contribution by Canada with respect to any one Project

(ii) fund more than one-half (1/2) of the Eligible costs of a specific Project involving a non-tax-based Community Government, provided that, at the end of each fiscal year, Canada's share of Eligible costs for all such Projects does not exceed one-half (1/2).

6.4 The GNWT, the Applicant and any Third Party may not receive funding from any other federal sources for any Project approved pursuant to this Agreement.

6.5 Each Party, in accordance with the terms and conditions of this Agreement (and the Applicant, where applicable and at the demand of the GNWT), shall be responsible for contributing their share of the Eligible Costs of a Project approved and implemented under this Agreement.

7 PAYMENT PROCEDURES

7.1 Payments by Canada shall be promptly made to the GNWT on the basis of progress claims setting out the costs actually incurred and paid for the Project, submitted in a form and verified in a manner satisfactory to Canada.

7.2 In order to assist with the interim financing of any Project, Canada may make interim payments to the GNWT, in accordance with the Treasury Board of Canada’s Policy on Transfer Payments, towards Canada’s share of claims submitted, where those claims are based on estimates, certified by a senior officer of the GNWT, of costs actually incurred by the GNWT.

7.3 The GNWT shall account for each interim payment by submitting to Canada, within ninety (90) days after such payment by Canada, a detailed statement of the eligible costs actually incurred and paid, verified in a manner satisfactory to Canada. Any discrepancy between the amounts paid by Canada by way of interim payments and the amounts actually paid by the GNWT shall be promptly adjusted between the Parties.

7.4 Notwithstanding anything in subsection 7.2, the GNWT shall not be entitled to any interim payment in a subsequent fiscal year until all such payments received by the GNWT in a previous Fiscal Year have been repaid or accounted for in a manner satisfactory to Canada.

7.5 Canada shall reimburse the GNWT, from the funds allocated in subsection 6.1, up to $75,000 for the salaries and other employment benefits of any employee of the GNWT engaged solely and specifically for the purpose of implementation of this Agreement by the Joint Secretariat, as well as other operating costs actually incurred, as determined and approved by the Management Committee.

7.6 No claim shall be paid by the Parties unless it is received on or before March 31 of the year following the Fiscal Year in which the Eligible Cost is incurred and in all circumstances, no later than March 31, 2007.

7.7 The Management Committee shall not consider cost overruns on Projects approved under this Agreement, other than in exceptional circumstances where

(a) the entity implementing the Project informs the Management Committee as soon as it becomes aware that a cost overrun is probable;

(b) the Management Committee approves the inclusion of the cost overrun as justifiable; and

(c) funds are available to cover the cost overrun.

8 AUDIT AND INSPECTION

8.1 Canada and the GNWT shall ensure that proper and accurate accounts and records are maintained with respect to each Project undertaken pursuant to this Agreement and shall, upon reasonable notice, make such accounts and records available for inspection.

8.2 Accounts and records shall be maintained for a period of at least three years after the final settlement of accounts with respect to a Project.

8.3 Each of the Parties may inspect the amounts of all claims in respect of any Project implemented under this Agreement and the accounts and records related thereto. Any discrepancy between the amounts paid by any of the Parties and the amount payable under this Agreement shall be promptly adjusted between the Parties.

8.4 Each of the Parties will provide to any member of the Management Committee on request all information in its custody and under its control that would indicate whether a Project has actually been undertaken or completed, the benefits achieved, and the costs incurred with respect thereto.

8.5 The Management Committee shall ensure that the expenditures incurred under the Agreement are audited annually in accordance with the Audit Framework attached hereto as Schedule "B".

9 PROGRAM EVALUATION

9.1 Canada and the GNWT agree to co-operate with respect to the evaluation of the Infrastructure Program. Costs associated with the national evaluation shall be borne by Canada.

9.2 Canada shall undertake an interim national evaluation of the Infrastructure program within the twelve months following March 31, 2003 and a final national evaluation no later than twelve months after March 31, 2006.

9.3 Each Party will provide the other with all relevant information as may reasonably be required to undertake such an evaluation.

9.4 The Management Committee may choose to undertake an evaluation of the Projects approved within the GNWT pursuant to this Agreement on a shared cost basis and shall approve the terms of reference for such an evaluation before it is undertaken.

10 COMMUNICATIONS

10.1 Canada and the GNWT hereby agree to undertake the development and delivery of a Communication Plan for the term of this Agreement which will enhance opportunities for appropriate, continuous and consistent recognition for co-operative activities under this Agreement. The mechanisms thereof are specified in the Communications Protocol, Schedule "C" to this Agreement.

11 INFORMATION MANAGEMENT SYSTEM

11.1 Canada will develop a national Shared Information Management System for Infrastructure (SIMSI) to support the delivery of the Infrastructure program by providing on-line Project registration, approval, monitoring, and reporting capabilities. Costs associated with the design, development, implementation and maintenance of the system will be borne by Canada.

11.2 Canada and the GNWT agree to promote and use the system to capture, store, manage, and disseminate Project information for the term of this Agreement. The responsibilities of the parties will be elaborated in a memorandum of understanding.

12 GENERAL

12.1 This Agreement will be effective as of the date of signing by the last of the Ministers to sign. It will terminate on March 31, 2007.

12.2 This Agreement may be amended from time to time on written agreement of the Federal Ministers and the Territorial Ministers. It is expressly agreed and understood, however, that any amendment to Section 2, Section 6 or subsection 12.1 (termination) will require approval by the Governor in Council.

12.3 No member of the House of Commons or of the Senate of Canada or of the Legislative Assembly of the Northwest Territories shall be admitted to any share or part of any contract, agreement or commission made pursuant to this Agreement or to any benefit arising therefrom.

12.4 Nothing in this Agreement is to be construed as authorizing one Party to contract for or to incur any obligation on behalf of the other or to act as agent for the other. Nothing in this Agreement is to be construed as authorizing any Applicant or any Third Party to contract for or to incur any obligation on behalf of either Party or to act as agent for either Party and the GNWT shall take reasonable steps to ensure any agreement between the GNWT and an Applicant or a Third Party contains a provision to that effect.

12.5 All property including patents, copyrights and other intellectual property and any revenue acquired as a result of the work performed under any Projects shall be disposed of, licensed or otherwise dealt with as the Management Committee may from time to time determine.

12.6 (a) Notwithstanding any other provision of this Agreement, all obligations of Canada incurred by virtue of this Agreement shall be subject to the Financial Administration Act (Canada).

(b) Notwithstanding any other provision of this Agreement, all obligations of the GNWT incurred by virtue of this Agreement shall be subject to the territorial Financial Administration Act.

13 DISPUTE AVOIDANCE

13.1 The Parties will keep each other informed, by way of exchange of information within the Management Committee, of potentially contentious issues, and will attempt to resolve such issues at the Management Committee level.

13.2 When an issue arises that is not resolved at the Management Committee level, the Federal Co-chair or the Territorial Co-chair may give notice in writing to the other Co-chair, calling for a meeting of the Co-chairs 14 days after the notice is given. The Co-chairs may agree to hold the meeting at an earlier date. The notice will describe the point in issue and will include factual information material to the issue.

13.3 If the Co-chairs fail to meet within the 14 day period, or if they meet but are unable to resolve the issue to their mutual satisfaction within 7 days of the meeting, either Co-chair may give notice to the other that the issue remains outstanding, and whether it is considered breach of an essential element of the Agreement.

13.4 If substantially the same issue arises again, in respect of the same Project or a different Project, either Co-chair may give notice to the other that the issue is outstanding, without following the procedures in sections 13.2 and 13.3 above.

13.5 Except as provided below, where there is a dispute, the Infrastructure program will continue to operate in all other respects.

13.6 Where notice has been given under subsection 13.3 or 13.4 that the issue remains outstanding, Canada or the GNWT may (1) take corrective action in respect of communications and related matters, (2) withhold payments in respect of any or all Projects.

13.7 Questions of law, or the application of law to facts, will be resolved by application to the Federal Court of Canada.

This Agreement has been executed on behalf of Canada by the Minister responsible for Infrastructure, the Minister of Indian Affairs and Northern Development and the Secretary of State (Children and Youth) and Member of Parliament, Western Arctic and on behalf of the Northwest Territories by the Minister of Finance and the Minister of Municipal and Community Affairs.

SCHEDULE "A"

CANADA - NORTHWEST TERRITORIES

INFRASTRUCTURE PROGRAM AGREEMENT

Project Review and Selection Framework

A.1 ELIGIBILITY AND SCREENING CRITERIA

Eligible Applicants

A.1.1 Eligible Applicants are:

(a) Any Community Government proposing an Infrastructure Project;

(b) Any Community Government, Metis local or body corporate (whether public or private) whose Project is nominated by Canada or the GNWT.

Non-Eligible Applicants

A.1.2 Departments, Ministries and Agencies of Canada or the GNWT, departmental corporations or Crown corporations owned or controlled by Canada or the GNWT, are not eligible Applicants, with the exception of the Northwest Territories Housing Corporation for the purposes of applying for affordable housing projects.

Eligible Projects

A.1.3 Eligible Projects must be a construction, renewal, expansion, or material enhancement of Infrastructure for public use or benefit. For purposes of this Agreement, transit vehicles powered by alternative fuels shall be deemed to be fixed capital assets.

A.1.4 The types of Infrastructure Projects that meet/support the objectives of the Agreement include but are not limited to the following:

(a) First Priority

Green Municipal Infrastructure, such as water and wastewater systems, water management, solid waste management and recycling, capital expenditures to retrofit or improve the energy efficiency of buildings and facilities owned by Community Governments.

(b) Secondary Priorities, other local infrastructure, including

Local transportation infrastructure.

Cultural and recreational facilities.

Infrastructure supporting tourism.

Rural and remote telecommunications and high-speed access for local public institutions.

Affordable housing: construction of rental housing, including related infrastructure such as site preparation and utility extensions, that would rent at, or below, average market rental rates in a particular community and would therefore be affordable to moderate income households, as defined by the Canada Mortgage and Housing Corporation.

Non-eligible Projects

A.1.5 Projects dealing mainly with assets owned by Canada or the GNWT are not eligible projects, except where those assets are of a type normally owned or operated by municipalities for local use and benefit as determined by the Management Committee.

Eligible Costs

A.1.6 Eligible Costs mean all direct costs properly and reasonably incurred and paid solely and specifically by an Applicant or Third Party, which are invoiced against a contract for goods and/or services necessary for the due implementation of a Project, including:

(a) the capital costs (as defined and determined by the Generally Accepted Accounting Principles which are in effect in Canada, including those published in the handbook of the Canadian Institute of Chartered Accountants) of acquiring, constructing or renovating a fixed capital asset;

(b) the salaries, fees, remuneration paid to professionals, technical personnel, consultants and contractors specifically engaged to undertake the design, engineering, manufacturing or construction of an Eligible Project and related facilities and structures, where applicable;

(c) any other costs which are incurred and paid in the implementation of a Project that are approved in advance by the Management Committee; and

(d) communications costs (as specified in Schedule C) that are approved in advance by the Management Committee.

Ineligible Costs

A.1.7 Costs related to the following are not eligible:

(a) services or works normally provided by an Applicant or any other agency of an Applicant, except in cases where the provision of such works or services by anyone other than the Applicant would be unduly costly or not feasible;

(b) the salaries and other employment benefits of any employees, overhead costs as well as other direct or indirect operating or administrative costs of an Applicant and more specifically these costs as related to planning, engineering, architecture, supervision, management and other services provided by an Applicant’s permanent staff;

(c) feasibility and planning studies;

(d) the Goods and Services Tax for which the Applicant or a Third Party is eligible for a tax rebate and all other costs eligible for rebates;

(e) the purchase of lands or any interest therein;

(f) leasing land, buildings, equipment and other facilities;

(g) contributions or commitments in kind; and

(h) the repair or general/periodic maintenance of a roadway and related structures or an existing facility and/or equipment therein.

Project Statement and Supporting Documentation

A.1.8 An Applicant must submit a Project statement demonstrating the following:

(a) how the proposed Project is situated within, and advances, the sponsoring Community Government's development plan(s);

(b) how the proposed Project contributes to environmental, economic, community and innovation objectives specified in this Agreement;

(c) how Canada’s financial support is required to enable the implementation, enhance the scope or accelerate the timing of the proposed Project;

(d) how the Applicant intends to comply with the applicable environmental assessment requirements of the Agreement;

(e) that the Project uses the best available, economically feasible, technology; and

(f) such other information that the Management Committee may request.

A.1.9 An Applicant must provide evidence that a Project proposal has been duly authorized or endorsed by a resolution of its Council or Board of Directors, as the case requires, and evidence of a commitment by the Applicant to pay its share of the eligible costs and ongoing operating costs of the Project.

A.2 Ranking CRITERIA

A.2.1 The Management Committee will assign priority to Projects according to the following criteria. Preference will be given to Projects meeting two or more of the criteria:

(a) Enhancement of the quality of the environment by

Improving water quality

Improving air quality

Improving water and waste water management

Improving solid waste management

More efficient energy use

(b) Support of long-term economic growth by

Increasing economic opportunity in communities

More safe and efficient movement of people and goods

Increasing access to the new economy through improved telecommunications for local public institutions or remote and rural areas

Increasing tourism opportunities

(c) Improvement of community infrastructure by

Increasing community safety

Increasing supply of affordable housing

Supporting Canadian heritage and culture

Increasing access to local recreational facilities

Supporting the development of English and French linguistic minority communities

(d) Building 21^st century infrastructure through encouraging best technologies, new approaches and best practises by

Encouraging innovation

Increasing partnerships

Encouraging the use of new approaches and best practices

Encouraging more efficient use of existing infrastructure

A.3 EXPENDITURE/INVESTMENT TARGETS

A.3.1 A minimum of 90% of the total approved costs for all Projects will be devoted to Green Municipal Infrastructure Projects.

A.3.2 A minimum of 55% of the total approved costs for all Projects will be devoted to Projects in rural communities. (This percentage is based on Statistics Canada data for the Rural and Small Town Canada of the Northwest Territories according to the 1996 census, being the population outside the commuting zone of larger urban centres. This percentage shall be used over the life of the Infrastructure program.)

A.3.3 The above investment targets are not mutually exclusive.

A.3.4 Canada and the GNWT will maintain a capability to fund Projects nominated by either of them, pursuant to paragraph A 1.1 (b) above, to a maximum of 20% of the total approved costs for all Projects.

A.4 NOTIONAL SPENDING PROFILE

A.4.1 The total contribution by Canada under this agreement will be notionally allocated as follows:

A.4.2 Should any of the above annual allocations not be expended in a fiscal year, subject to subsection 6.1, Canada will provide the lapsed amounts in a subsequent Fiscal Year.

SCHEDULE "B"

CANADA - NORTHWEST TERRITORIES

INFRASTRUCTURE PROGRAM AGREEMENT

AUDIT FRAMEWORK

B.1 PURPOSE

B.1.1 The purpose of the audit framework is to provide independent and objective assurances that:

The management framework is appropriate, provides due consideration to risk assessment and management, and ensures compliance with the terms and conditions of this Agreement;

The funds are spent for the purposes intended and with due regard to economy, efficiency and effectiveness;

Applicants comply with their environmental obligations or conditions attached to the approval of their Projects; and

Appropriate systems, procedures and audit trails are in place to collect relevant, reliable information on the results of the Infrastructure program for both audit and evaluation purposes.

B.2 AUDIT OBJECTIVES

B.2.1 The key objectives of audits to be conducted pursuant to the Agreement are to:

Assess the overall management and administration of the Infrastructure program;

Determine whether funds were expended for the purposes intended and with due regard to economy, efficiency and effectiveness, by examining project selection and payment approval processes, including the nature and extent of supporting documentation, accuracy of claim information and evidence of proper authorizations and such other due diligence reviews as appropriate;

Evaluate Project compliance with appropriate legislation and more specifically environmental legislation, including screening, assessment and follow-up processes; (note: While the focus is primarily on appropriateness of the environmental management system and compliance, there may be instances where an independent environmental audit is required).

Ensure that Project and Infrastructure program information and monitoring processes and systems are sufficient for the identification, capture, validation and the monitoring of achievement of intended benefits; and

Ensure that prompt and timely corrective action is taken on audit findings.

B.3 ROLES AND RESPONSIBILITIES

B.3.1 Governance of the audit function will be the responsibility of the Management Committee. The Management Committee will ensure resources are set aside for audits; establish annual audit plans; oversee the conduct of audits and the reporting of audit results; and ensure that prompt and timely corrective action is taken in response to audit findings, including the recovery of funds if applicable.

B.3.2 The Management Committee will submit to Ministers a copy of their annual audit plans, the annual audit reports and a report on the corrective action taken if applicable.

B.4 AUDIT PLAN

B.4.1 The Management Committee will ensure that an annual audit plan is developed that conforms to the program guidelines and includes the following elements:

(a) Interjurisdictional Collaboration

The Management Committee, in developing the audit plan, will adopt a collaborative approach to planning and conducting audits in order to avoid unnecessary duplication or overlap in audit activities and to build on existing audits where possible.

(b) Scope of Audit Activities

The audit plan will describe the scope of audit activity to be undertaken each year. Audit plans are to be developed based on a risk management approach and should specify:

the audit objectives to be addressed in audits to be carried out that year;

the numbers of Projects of various sizes and scope to be audited;

the nature of the risks or issues that are to be the focus of audits; and

the reporting of audit results.

(c) Timing and Reporting of Audits

The annual audit plan should indicate the proposed time frame for starting and completing audits and for the reporting of audit findings. Pursuant to the Treasury Board of Canada Review Policy, the Management Committee will be responsible for ensuring that all audit and review results are accessible to the public in a manner consistent with the above-mentioned policy.

(d) Methodology

The annual audit plan should outline the methodologies to be used for each audit, including the use of audits being carried out as part of the audit plans of Canada, the GNWT or the Applicant.

(e) Level of Resources

The annual audit plan should specify the level of resources – financial and human – to be allocated to the conduct and management of audits and the share of these resources to be provided by the Parties.

(f) Audit Standards

All audits to be carried out under this Agreement are to be carried out according to accepted national or federal government audit standards for the specific type of audit to be carried out. The applicable standards include the Generally Accepted Auditing Standards and Standards for Assurance Engagements issued by the Canadian Institute of Chartered Accountants.

B.5 PROJECT INFORMATION

B.5.1 The Management Committee shall ensure that all Project eligibility, selection, implementation and management, and performance monitoring data and information required for auditing a Project is collected and made accessible to auditors.

SCHEDULE "C"

CANADA - NORTHWEST TERRITORIES

INFRASTRUCTURE PROGRAM AGREEMENT

COMMUNICATIONS PROTOCOL

C.1 GENERAL

C.1.1 Canada and the GNWT agree to undertake joint communications activities and products that will enhance opportunities for open, transparent, effective and pro-active communications with Canadians through appropriate, continuous and consistent public information activities that recognise the contribution of the Parties and the Applicant under this Agreement.

C.1.2 The mechanisms for such communications and public information activities and products shall be determined by the Management Committee which may establish a Communications Sub-committee to provide it with advice and support on such matters. The sub-committee shall be comprised of at least one federal representative and one territorial representative.

C.1.3 All public information material in relation to this Agreement shall be in both official languages and indicate that the Project is being implemented pursuant to this Agreement. All such material shall fairly reflect the contribution of the Parties and the Applicant. This includes ensuring equal recognition and prominence where words, logos, symbols and other types of identification are incorporated into materials.

C.1.4 All public information material or signage related to the Infrastructure program shall be produced in accordance with the Federal Identity Program.

C.2 COMMUNICATING WITH APPLICANTS

C.2.1 All written communications with Applicants including Project approval notifications and other related information shall be prepared on letterhead specifically identifying the Canada – Northwest Territories Infrastructure program. Project approval notifications shall be signed by both Co-chairs.

C.2.2 All public information material related to calls for tendering shall clearly and prominently indicate that the Project is funded pursuant to this Agreement.

C.3 Communicating with the Public

Public Information Products

C.3.1 The Management Committee may develop information kits, brochures, public reports, and web site material to inform potential Applicants and the public about the Infrastructure program.

News Release

C.3.2 The Parties shall issue a joint news release when this Agreement is signed. The Parties shall issue joint news releases after the approval of individual Projects. In all such news releases, the Parties and the Applicant shall receive equal prominence. The Parties shall mutually agree on the use of quotes from the designated representatives of Canada, the GNWT or the Applicant in the news releases.

News Conferences

C.3.3 Canada and the GNWT agree to hold news conferences at the request of either Party. The requestor shall provide at least 14 days notice of such a news conference. The Federal Ministers and Territorial Ministers, or a designated representative of either Party, will participate in such news conferences to take place at a mutually agreed date and location.

Public Announcements, Official Events or Ceremonies

C.3.4 An official ceremony should be held when this Agreement is signed. No public announcement of a Project under this Agreement shall be made by either Party or an Applicant without the prior consent of the Management Committee.

C.3.5 Canada and the GNWT shall receive at least 14 days notice of any proposed public announcement or official ceremony related to a Project approved under this Agreement. The Federal Ministers, or a designated representative of the Federal Ministers, shall participate in such announcements or ceremonies, to take place at a mutually agreed date and location.

C.3.6 The Parties shall cooperate in the organization of announcements or ceremonies. The Table of Precedence for Canada or other mutually agreed protocol should be followed. Messages and public statements for such events should be mutually agreed upon. The Management Committee following the advice of the Communications Sub-committee may recommend special events and ceremonies be held where and when appropriate.

Signage

C.3.7 The Management Committee shall ensure that the Applicant provides and installs temporary signage at a prominent location where there is visible activity related to an approved Project, indicating that the Project is an Infrastructure Canada – Northwest Territories Project, and bearing any other such message approved by the Management Committee.

C.3.8 Design, wording and specifications of joint signs shall reflect the participation of Canada and the GNWT, and must be approved by the Management Committee. Wording in both official languages, designs, and logos should be of same size and occupy the same amount of space. Signs shall have appropriate space indicating participation by the Applicant, if requested.

C.3.9 The Management Committee shall issue specifications for signs and timeframes for their installation. Temporary signs must be removed within 90 days of Project completion.

C.3.10 Canada and the GNWT may provide and install, upon completion of Projects, where feasible, a plaque or permanent sign bearing an appropriate inscription. The design, wording and specifications of such permanent signs shall be in accordance with subsections C.1.4 and C.3.8 and must be approved by the Management Committee.

Advertising

C.3.11 Either Party may organise an advertising or public information campaign related to the Infrastructure program, however, it shall inform the other Party at least 30 days before it is launched of the contents of the messages.

C.4 Cost sharing

C.4.1 Unless otherwise agreed by the Management Committee, Canada and the GNWT will each assume half the costs associated with the development and delivery of communications products and activities. This would apply to literature, letterheads, media distribution, organisation of joint special events, translation and other material, as established by both parties.

C.4.2 Costs associated with any public announcement and official ceremony incurred by the Applicant shall be Eligible Costs. Other costs incurred by the Parties to organise such events would be borne by the Parties using an equitable cost-sharing formula.

C.4.3 Costs associated with any temporary or permanent signage incurred by the Applicant shall be Eligible Costs. If such costs are incurred by the Parties they would be borne by the Parties using an equitable cost-sharing formula.