Page 1 of 10

INTERGOVERNMENTAL FUND

TRANSFER AGREEMENT

AMONG THE

[INSERT NAME OF STATE] STATE DEPARTMENT OF TRANSPORTATION

AND THE

UNITED STATES DEPARTMENT OF TRANSPORTATION

FEDERAL HIGHWAY ADMINISTRATION

AND THE

[INSERT NAME OF TRIBE]

This Intergovernmental Fund Transfer Agreement (“Agreement”) is entered into by and among the 

[INSERT NAME OF STATE] State Department of Transportation (“State”), the United States of 

America, Department of Transportation, Federal Highway Administration – Office of Federal 

Lands Highway (“FHWA”), and the [INSERT NAME OF TRIBE] (“Tribe”), a federally 

recognized Indian Tribe.

WHEREAS, the Tribe, in cooperation with the State, are proposing improvements to INSERT

NAME OF TRANSPORTATION FACILITY – HERE’S AN EXAMPLE: Marine Drive, a major 

arterial within the boundaries of the Tulalip Reservation; and

WHEREAS, INSERT OVERVIEW OF THE PROJECT, INCLUDING SOME DETAILS –

HERE’S AN EXAMPLE: the Marine Drive Pedestrian Pathway (“Project”) provides for a 

pedestrian and bicycle facilities along the Marine Drive corridor. Currently, Marine Drive has 

sidewalks and bicycle lanes from I-5 to 7th Drive NW, providing approximately 3.1 miles of 

pedestrian facilities. The Project will add a multi-use trail, connecting 7th Drive NW to 36th

Avenue NW. Once constructed, the Project will provide approximately 2.4 miles of illuminated, 

multi-use trail for users and enhanced storm water management facilities. This Project includes 

design elements that provide pedestrian facilities that meet federal accessibility guidelines, 

establish new storm water management facilities, and adds new pedestrian illumination. These 

improvements are integrated with and are empowered by the Tribe’s Long Range Transportation 

Plan. The Project will be constructed in accordance with the approved plans and specifications; 

and

WHEREAS, the Project will be carried out on a transportation facility that is listed on the 

National Tribal Transportation Facility Inventory (“NTTFI”); and

WHEREAS, in accordance with 23 U.S.C. §§ 104 (f)(3)(A) and 202 (a)(9), the State desires to 

transfer to the Tribe, via FHWA, contract and obligation authority in the sum of 

$INSERT (“Funds”) so the Tribe may carry out the Project in accordance with Addendum A; and

WHEREAS, details of the Project are fully described in Addendum A to this Agreement; and

WHEREAS, under the Fixing America’s Surface Transportation Act (“FAST Act”), P.L. 114-94

(December 4, 2015), the Congress of the United States appropriated Federal-aid funds to be 

apportioned or allocated to the State for use on State and local agency priorities throughout the 

State; and
Page 2 of 10

WHEREAS, Section 1118 of the FAST Act, reauthorized the Tribal Transportation Program

(TTP) under 23 U.S.C. § 202, which distributes on a tribal shares basis funds for eligible planning 

and construction activities on transportation facilities that are located within, or provide access to, 

tribal lands; and

WHEREAS, FHWA and the United States Department of the Interior, Bureau of Indian Affairs 

(“BIA”) jointly administer the TTP pursuant to a Memorandum of Agreement between the BIA 

and FHWA; and

WHEREAS, the State and FHWA wish to support the Tribe’s involvement in the improvement of 

road safety, planning and construction of infrastructure to facilitate and support economic 

development and other activities that are within, or provide access to, the Tribe’s lands consistent 

with the purposes of the TTP; and

WHEREAS, the Project will be administered in accordance with all applicable Federal 

requirements including, but not limited to, the National Environmental Policy Act (NEPA) and the 

regulations governing the TTP at 25 C.F.R. Part 170; and

WHEREAS, 23 U.S.C. § 202 (a)(9) – Cooperation, provides that the cooperation of States, 

counties, or other local subdivisions may be accepted in construction and improvement, and that 

any funds received from a State, county, or local subdivision shall be credited to appropriations 

available for the TTP; and

WHEREAS, the State and the Tribe have requested that FHWA accept the Funds from the State

and transfer the Funds to the Tribe, that FHWA accept all stewardship and oversight responsibility 

involving the use of the Funds by the Tribe, and the Parties agree that any Federal-aid match 

requirements have been met.

NOW THEREFORE, the Parties agree as follows –

A. Project Identification and Source of Funding

1. As described in Addendum A, the Tribe and State have identified the need and 

agreed upon a plan to carry out the Project.

2. The State has agreed that the Project will be carried out by the Tribe under the 

terms of Addendum A.

3. As described above, Congress has appropriated the Funds to carry out the Project 

and the Funds were made available to the State.

4. The Funds are not part of any appropriations made available by the Congress for 

obligation by FHWA or the BIA for the TTP.
Page 3 of 10

B. Authority for this Agreement

1. The authority for this Agreement is 23 U.S.C. §§ 104 (f)(3)(A) and 202 (a)(9).

2. This Agreement shall not constitute a contract, compact, annual funding 

agreement, or other agreement under the Indian Self Determination and Education 

Assistance Act (ISDEAA), P.L. 93-638, as amended, and no provisions of the 

ISDEAA are specifically adopted, incorporated by reference, or otherwise included 

in this Agreement.

C. State Responsibility

1. Pursuant to 23 U.S.C. § 104 (f)(3)(A), the State shall request that the FHWA 

Division Office transfer the Funds to the FHWA – Federal Lands Highway 

Headquarters in furtherance of implementation of 23 U.S.C. § 202 (a)(9)(B).

2. The State shall provide certain services or activities for the Project, if any, as 

described in Addendum A.

3. The State shall be relieved of all stewardship and oversight obligations involving 

the Funds upon transfer of the Funds to FHWA.

D. FHWA Responsibilities

1. FHWA shall accept the Funds from the State and upon receipt of the Funds FHWA 

shall become responsible for all stewardship and oversight obligations involving 

use of the Funds by the Tribe in accordance with Addendum A, the terms of which 

are incorporated by reference and fully made part of this Agreement.

2. Subject to the requirements described in Paragraph E.1, below, FHWA shall 

transfer the Funds to the Tribe.

3. FHWA shall continue carrying out program management and oversight of the 

Project in accordance with the TTP, its regulations at 25 C.F.R. Part 170 and any 

applicable Federal law, but this Agreement shall not bind FHWA or BIA to 

providing funds from other sources for designing, constructing, managing or 

supervising the Project.
Page 4 of 10

E. INSERT NAME OF TRIBE’s Responsibilities

1. The Tribe shall establish a separate bank account to receive the Funds from

FHWA and transmit the bank, name, address, routing, and account numbers to 

FHWA within ten business days of full execution of this Agreement.

2. In accordance with Addendum A, the Tribe will undertake and perform only those 

eligible activities associated with the Project that are allowed under Title 23 of the 

United States Code and any applicable regulations at Parts 23 or 25 of the Code of 

Federal Regulations.

3. In the event that the Tribe does not carry out the Project or the total amount of 

Funds transferred pursuant to this Agreement are not expended, the Tribe agrees to 

return the remaining Funds to the State upon written demand of the State and 

agreement by the Tribe, whose agreement shall not be unreasonably withheld.

4. The Tribe shall invite State representatives to participate in the final inspection of 

the Project, as well as any other activities as provided under Addendum A.

F. Transfer of Funds from FHWA to the INSERT NAME OF TRIBE

FHWA shall notify the Tribe when the Funds are received from the State. If the Tribe has 

not already done so, the Tribe shall provide FHWA with its bank information described in 

Paragraph E.1, above. FHWA shall then transfer the Funds to the Tribe within ten 

business days of receipt of the Funds from the State or the Tribe’s banking information, 

whichever FHWA receives last.

G. General Provisions

1. FHWA shall not act as a surety or guarantor of any Tribal or State private, 

commercial, or governmental financing instrument obtained for the planning,

design or construction of the Project.

2. FHWA shall not be liable under any theory of law or equity to transfer to the Tribe 

under this Agreement any funds other than the Funds that are the subject of this 

Agreement.

3. Should any portion or provision of this Agreement be held invalid, the remaining 

portions or provisions shall continue in full force and effect.

4. This Agreement is binding upon the signatories hereto not as individuals but solely 

in their capacities as officials of their respective governments and each 

acknowledges that he or she is authorized to execute this Agreement on behalf of 

their respective government.

5. This Agreement contains all of the terms and conditions governing the transfer of 

Funds from the State to FHWA and on to the Tribe. No other terms or conditions 

apply. Any amendment or modification of the Agreement must be made in writing 

and signed by the authorized representative of the Tribe, the State, and FHWA.
Page 5 of 10

6. Nothing in this Agreement shall be construed as a waiver of the Tribe’s sovereign 

immunity regarding the activities undertaken by the Tribe as described generally 

herein or in Addendum A, including any contracts, grants or subcontracts entered 

into between the Tribe and third parties necessary for the Project. The Tribe does

not, by entering into this Agreement, consent to the jurisdiction of a State court to 

hear any claims or disputes arising under this Agreement, whether arising as 

claims against the Tribe itself, its wholly owned entities, or any employee of the 

Tribe performing work hereunder. No Tribe employee shall be subject to the 

jurisdiction of the State's courts as a result of having performed work associated 

with the Project.

7. Nothing in this Agreement shall be construed as a waiver of the State's sovereign 

immunity or of any limitation of liability afforded to the State by its laws. The 

State does not, by entering into this Agreement, consent to the jurisdiction of a 

tribal court to hear any claims or disputes arising under this Agreement, whether 

arising as claims against the State itself or against any employee of the State 

performing work hereunder. No State employee shall be subject to the jurisdiction 

of the Tribe’s court as a result of having performed design, inspection, or other 

work associated with the Project.
Page 6 of 10

H. Authorized Representatives. Each authorized representative below will have the 

responsibility to administer and, unless otherwise noted, serve as the main point of contact for 

the Project described in this Agreement and Addendum A.

For FHWA:

[insert name and contact info of the FHWA Tribal Coordinator:]

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email

For the Tribe:

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email

For the State:

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email
Page 7 of 10

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Party’s 

date last signed below.

STATE OF [INSERT NAME OF STATE]

DEPARTMENT OF TRANSPORATION

Date

NAME

TITLE

APPROVED AS TO FORM:

Date

NAME

TITLE

UNITED STATES DEPARTMENT OF TRANSPORTATION

FEDERAL HIGHWAY ADMINISTRATION

Date

Timothy Hess

Associate Administrator

APPROVED AS TO FORM:

Date

Vivian Philbin

Assistant Chief Counsel – Federal Lands

INSERT NAME OF TRIBE

NAME

TITLE

APPROVED AS TO FORM:

NAME OF TRIBAL LEGAL OFFICE

Date

NAME

TITLE
Page 8 of 10

ADDENDUM A

to the

INTERGOVERNMENTAL FUND

TRANSFER AGREEMENT

among the

[INSERT NAME OF STATE ] STATE DEPARTMENT OF TRANSPORTATION

and the

UNITED STATES DEPARTMENT OF TRANSPORTATION

FEDERAL HIGHWAY ADMINISTRATION

and the

[INSERT NAME OF TRIBE]

PROJECT: [INSERT SHORT TITLE]

FUND AMOUNT: $

TRIBAL MATCHING FUNDS: $ 

TOTAL: $

SOURCE OF FUNDING: [INSERT NAME OF FUNDING SOURCE]

INTRODUCTION

The [INSERT NAME OF TRIBE] (“Tribe”) has elected to enter into an Intergovernmental Fund 

Transfer Agreement (“Agreement”) with the [INSERT NAME OF STATE] State Department of

Transportation (“State”) and the United States Department of Transportation, Federal Highway 

Administration, Office of Federal Lands Highway (“FHWA”) in order to transfer funding 

through the Agreement pursuant to 23 U.S.C. § 202 (a)(9) for a [INSERT SHORT TITLE OF 

PROJECT] project. This statute permits the transfer of the State’s contract and obligation 

authority (“Funds”) for the project to the Tribe through FHWA. Upon receipt of the Funds from 

the State, FHWA shall be responsible for all stewardship and oversight responsibility associated 

with the Funds.

PROJECT

[INSERT OVERVIEW OF PROJECT INCLUDING SOME DETAILS – COPYING AND 

PASTING FROM THE SECOND “WHEREAS” CLAUSE IN THE IGFTA SHOULD BE 

ACCEPTABLE – HERE’S AN EXAMPLE FROM TULALIP’S 202 (a)(9)] he Marine Drive 

Pedestrian Pathway (“Project”) provides for a pedestrian and bicycle facilities along the Marine 

Drive corridor. Currently, Marine Drive has sidewalks and bicycle lanes from I-5 to 7th Drive 

NW, providing approximately 3.1 miles of pedestrian facilities. The Project will add a multi-use 

trail, connecting 7th Drive NW to 36th Avenue NW. Once constructed, the Project will provide 

approximately 2.4 miles of illuminated, multi-use trail for users and enhanced storm water 

management facilities. This Project includes design elements that provide pedestrian facilities 

that meet federal accessibility guidelines, establish new storm water management facilities, and 

adds new pedestrian illumination. These improvements are integrated with and are empowered 

by the Tribe’s Long Range Transportation Plan.
Page 9 of 10

SCOPE OF AGREEMENT

The parties agree to cooperate to ensure the implementation of the Project as follows

1. The State agrees to:

a. Transfer the Funds to FHWA’s [INSERT NAME OF STATE] Division 

Office for transfer to Federal Lands Highway – Headquarters and final 

transfer to the Tribe through its FHWA Tribal Transportation Program 

Agreement (“FHWA TTP Agreement”);

b. Rely on FHWA for stewardship and oversight responsibility for the 

Funds and the Project; and

c. Upon request, cooperate with the Tribe and FHWA in the 

implementation of the Project and cooperate in Project reviews deemed 

necessary by FHWA.

2. FHWA agrees to:

a. Accept the transfer of the Funds from the State and credit the Funds to 

the TTP for use by the Tribe under the authority cited in the current 

TTP Agreement between the Tribe and FWHA;

b. Provide oversight and ensure that the Funds are utilized in accordance 

with all applicable laws and regulations. 

c. Administer the funds and provide them to the Tribe, subject to normal 

procedures under the Tribe’s FHWA TTP Agreement; 

d. Provide the State with copies of the Tribe’s semi-annual Project reports 

required under the Tribe’s FHWA TTP Agreement;

e. Upon request provide records to [INSERT NAME OF STATE] DOT and 

cooperate in any type of Project reviews; and

f. Provide final Project closeout report to the State for review and 

acceptance, as required under the Tribe’s FHWA TTP Agreement.

3. Tribe agrees to:

a. Receive the Funds in accordance with its current FHWA TTP 

Agreement, which authorizes the Tribe, as public authority under 23 

U.S.C. § 101 (a)(20), to carry out all but the inherently Federal 

functions of the Tribal Transportation Program;

b. Carry out the Project in accordance with all applicable Federal laws and 

regulations;

c. Comply with all aspects of the Tribe’s FHWA TTP Agreement 

including project reporting, oversight, and closeout requirements; and

d. Notify FHWA and the State of Project completion and timely respond 

to inquiries regarding the Project prior to completion.
Page 10 of 10

AUTHORIZED REPRESENTATIVES

 

Each authorized representative below will have the responsibility to administer and, unless 

otherwise noted, serve as the main point of contact for the Project described in this Addendum A 

and the Agreement:

For FHWA:

[insert name and contact info of the FHWA Tribal Coordinator:]

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email

For the Tribe:

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email

For the State:

NAME

TITLE

STREET ADDRESS

CITY, STATE ZIP

Work Phone 

Mobile Phone (OPTIONAL)

Email