2101 L St. NW, Suite 300
Washington, D.C. 20037 USA

August 17, 2020
Mora Namdar, Esq.
Senior Advisor to the CEO
Acting Vice President for Legal, Compliance and Risk
U.S. Agency for Global Media
330 Independence Avenue SW
Washington D.C. 20237
Dear Ms. Namdar:
This letter has two purposes: First, it responds to your letter of August 14, 2020, to
Nathaniel Kretchun. Second, it supplements our interim response of August 12, 2020, to
your 18 requests for information and documentation made to OTF on August 10, 2020.
USAGM’s Letter of August 14, 2020
In light of the false and misleading claims made in your letter, and to avoid any further
confusion, it is important to begin by clarifying the precise amount of funding that
USAGM is currently withholding from OTF. USAGM is currently withholding $20,801,717
in congressionally appropriated funding from OTF. This total amount is comprised of
$11,047,129 in congressionally appropriated FY2020 funds and $9,754,588 in prior year
funds appropriated by Congress and committed by USAGM to OTF to cover the
unliquidated obligations under contracts assigned from RFA to OTF on April 17, 2020.
Per USAGM’s congressionally approved FY2020 Internet Freedom Spend Plan and
OTF’s approved Financial Plan, USAGM has guaranteed OTF $20,425,000 in FY2020.
To date, USAGM has released only $9,377,870 of the guaranteed $20,425,000, and
USAGM continues to withhold $11,047,129. This continued withholding of funds is a
violation of USAGM’s contractual obligations, and contradicts both USAGM’s recent
representations to the United States District Court and its commitments to Congress.
In addition, USAGM’s congressionally approved FY2020 Internet Freedom Spend Plan
stated that “Radio Free Asia (RFA) has engaged the services of its auditors, Calibre
CPA Group to review the open contracts on RFA’s financial records as of May 31, 2020.
Upon completion of this review, any unobligated and obligated funding, along with any

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August 17, 2020
Page 2

unused portion of the $1.2 million for associated staffing costs during the transition, will
be transferred to OTF. The estimated completion of this review is mid-June.” In
accordance with USAGM’s FY2020 Internet Freedom Spend Plan, Calibre CPA Group
finalized its audit of OTF funds held at RFA and reported to RFA, OTF, and USAGM a
balance of $9,754,588 for transfer to OTF on June 18, 2020. Since the completion of the
audit report, however, USAGM has not taken any steps to transfer these funds to OTF.
To be perfectly clear: OTF has not received any funding from USAGM since May 5, 2020.
USAGM is currently withholding $11,047,129 in FY2020 congressionally appropriated
funds from OTF and $9,754,588 in prior year congressionally appropriated funds from
OTF, for a total withholding of $20,801,717.
Your actions have had severe, ongoing, and lasting consequences. As a result of
USAGM’s unilateral decision to withhold $20,801,717, OTF has been forced to issue
stop-work orders to 49 of our 60 internet freedom projects.
We were surprised but pleased to see a statement in your August 14 letter that a “$1.6
million payment was just approved in July.” We had not previously been informed that
USAGM had approved any funding for OTF, so if true this is very welcome news. If this
is indeed the case, could you please send a final signed amendment to the Grant
Agreement for this amount, and please also let us know when we can except to receive
this $1.6 million in funds.
USAGM’s Letter of August 10 (18 requests for information)
Your August 10 letter demanded that OTF provide you with a broad range of information
and documentation—on eighteen separate categories—within 48 hours.
On August 12, within the requested time period, we provided an interim response in
which we outlined our concerns regarding USAGM’s approach to OTF — first with
respect to OTF’s congressionally appropriated funding, which USAGM continues to
withhold, and second with respect to USAGM’s unreasonable, unjustified, duplicative,
and unduly burdensome requests for information and documentation. As promised in
our August 12 letter, this letter supplements our interim response, and addresses each
of the 18 requests for documentation and information in the order they appear in your
August 10 letter. We have done our best to respond fully and completely, consistent
with our obligations under the Grant Agreement, the Uniform Administrative

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August 17, 2020
Page 3

Requirements in 2 C.F.R. Part 200, and other applicable statutes, regulations and
guidance. Unless specifically noted below, we do not expect to provide USAGM with
any further information of documentation.
As noted in our interim response, OTF's obligation to provide information and
documentation to USAGM is not without limits. First, the obligation must be clearly
stated in the Grant Agreement. Second, the Grant Agreement itself must conform to the
requirements of 2 C.F.R. Part 200 — in particular, 2 C.F.R. § 200.100, which prohibits a
federal awarding agency from imposing on its recipients grant requirements that add to,
or are inconsistent with, the regulation unless a formal deviation is obtained under 2
C.F.R. §200.102, or "specifically required by Federal statute, regulation, or Executive
Order." Third, USAGM, in requesting information and documentation from OTF, must
comply with its duties of good faith and fair dealing — that is, USAGM’s rights must be
interpreted fairly and exercised in good faith, solely to support and advance legitimate
grant purposes; they should not be exercised in a manner designed to overwhelm,
harass, or punish.
Indeed, it is vitally important to OTF that Grant Agreement disclosure requirements be
invoked in good faith and fairly applied because, as you know, OTF is a small
organization with a large number of contractors and subrecipients, operating amidst a
global pandemic with severely limited resources, made even more limited by USAGM's
unjustified failure to disburse the full amount of FY2020 funding mandated by Congress
and obligated to OTF in the Grant Agreement, as amended.
Accordingly, as we address each request below, we will identify the information and
documentation that we have already or will presently provide to USAGM. But we will
also note where the request is not authorized by, or exceeds the scope of, the
disclosure provisions of the Grant Agreement, or appears to lack a legitimate grantrelated purpose; where the terms of the Grant Agreement add to, or are inconsistent
with, 2 C.F.R. Part 200; and where the apparent scope of the request, and the burden it
imposes on OTF, violate USAGM's duty of good faith and fair dealing.
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1. Personnel. The names and contact information of all
employees, contractors, interns, fellows, and anyone else
receiving a stipend or salary, including a list of everyone who
has physical access to the OTF space, as required under

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August 17, 2020
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Article XII.g (which specifically states "To ensure the
continuous cooperative planning and operations hereunder,
the Non-Federal Entity shall permit USAGM or its authorized
representatives, including the Inspector General, to visit the
Non-Federal Entity's facilities and to inspect the facilities,
activities and work pertinent to the grant, both in the United
States and abroad, and to interview personnel engaged in the
performance of the grant to the extent deemed necessary by
USAGM").
RESPONSE No. 1
We have already provided USAGM with the names of all persons receiving a stipend or
salary financed, in whole or in part, with grant funds when, in response to a previous
USAGM request, on June 12, 2020 OTF submitted an organizational chart to USAGM
with the names of all OTF staff. Please see the email from Laura Cunningham to Logan
B. McVey dated June 12, 2020 at 4:01PM.
We cannot, however, responsibly provide you with the “contact information” for these
staff members. The Grant Agreement, Article XII,g, permits USAGM to "interview
personnel engaged in the performance of the grant," and 2 C.F.R. §200.336(a) gives
USAGM the right of "timely and reasonable access to [OTF's] personnel for the purpose
of interview and discussion" relating to grant records. But neither of these provisions,
nor any other provision in the Grant Agreement or in 2 C.F.R. Part 200, requires that
OTF provide "contact information." The request for “contact information” is therefore
outside the scope OTF's obligations.
In accordance with Article XII.g, OTF facilitated an inspection of its facilities by USAGM
representatives Mora Namdar and Jonathan Bronitsky on July 22, 2020. In addition,
OTF remains open to facilitating interviews between USAGM and "personnel engaged
in the performance of the grant," and in fact has offered on numerous occasions to
arrange such interviews. Please reference the following emails:
● Email from Nat Kretchun to Michael B. Williams on July 7 at 6:13pm.
● Email from Laura Cunningham to Mora on July 21 at 6:38pm.
● Email from Laura Cunningham to Mora on July 22 at 11:12am.

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However, we must insist that the interviews be arranged through OTF management,
only, so that (1) the interview schedule does cause undue disruption of OTF's
operations; and (2) an OTF observer (and, if appropriate, OTF’s litigation counsel) can
be present in order to assure that the subject matter of the interview is limited to grantrelated matters, that reports of the interview are complete, accurate and fair, and that
the information discussed during the interview will not be used in any manner in the
ongoing litigation between USAGM and OTF — particularly in light of your previous
effort to interrogate our staff about ongoing litigation without our counsel present, in
violation of applicable rules of professional conduct. As you know, our counsel has
notified the U.S. Department of Justice of the previous incident. We ask that any future
inspections be coordinated with the Department of Justice to avoid a repetition of the
incident and to ensure compliance with the rules of professional conduct.
2. Projects. A detailed written schedule of all of the efforts and the
projects funded with the grant funds, as required under Article
II.b.
RESPONSE No. 2
Per this request, we have attached an updated written schedule of all projects funded
by OTF with FY2020 grant funds pursuant to the Grant Agreement.
3. Notice of Government Communications Using Grant Funds.
Notice of all Congressional and Executive branch outreach OTF
plans to undertake with the use of grant funds as well as a list
of any communication and outreach activities that have not
been previously reported, as required under Article IV.c.4.
(which requires OTF to provide USAGM with "advance notice of
any Congressional and Executive Branch communications and
outreach activities undertaken with the use of Grant funds").
RESPONSE No. 3
OTF does not use grant funds to support “outreach activities” or other communications
with Congress or the Executive Branch, except if, and only to the extent that, such
communications are may be charged to federal funds under both 13 U.S.C. 1352 and
the regulations enacted thereunder (see 22 C.F.R. Part 519, "New Restrictions on
Lobbying") and 2 C.F.R. §200.450 ("Lobbying"). Prior to June 8, 2020, USAGM's Office
of Congressional Affairs led all communications with Congress related to OTF. As such,

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August 17, 2020
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USAGM should have records of all relevant outreach activities and communications.
Since that date, OTF has only responded to “specific requests for information” and
engaged in a small amount of “routine correspondence or communication" with
Congress and/or the Executive Branch.” At this time, OTF has no plans to engage in
future outreach with the use of grant funds. However, we will continue to respond to
specific requests for information as explicitly permitted by Article IV.c.4 and by 31
U.S.C. 1352 to ensure that USAGM can monitor implementation of grant-financed
projects and activities, and Congress can conduct necessary and legal oversight of
OTF.
4. Notice of Other Government Communications. A list of all
Congressional and Executive Branch communications that
have been made to date, whether or not with use of grant
funds, as well as any other contacts at USAGM who received
advanced notice or were provided any knowledge of that
communication whether before, during, or after the
communication occurred, as required under Article IV.c.2.
RESPONSE No. 4
Article IV.c.2 does not give USAGM the right or authority to request information or
documentation about communications made by OTF to Congress or the Executive
Branch without the use of grant funds; and we are not aware of any other provision in
the Grant Agreement, in 2 C.F.R. Part 200, or in any applicable law or regulation that
would require such disclosure, whether before, during, or after the communication
occurred.
To be sure, 31 U.S.C. 1352 and the regulations issued by USAGM thereunder require
that (i) if OTF uses non-federal funds to pay any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in connection with the
Grant Agreement, and (ii) if the recipient of that payment must be registered as a
"lobbyist" for OTF under the Lobbying Disclosure Act of 1975, OTF must then submit a
Standard Form LLL to USAGM identifying the LDA registrant and the person providing
the lobbying services. As noted in our response to Request No. 7, we are prepared to
renew the certifications required by 13 U.S.C. 1352 at this time, if there is a legitimate
grant-related reason to do so.

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August 17, 2020
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Other than the limited disclosure required by 31 U.S.C. 1352, however, OTF is not
obligated to provide any information to USAGM regarding its communications with
Congress or the Executive Branch that are not funded by grant (or other federal) funds
— even communications relating to the Grant Agreement itself. The information
requested in Request No. 4 is therefore outside the scope of OTF’s obligations under
the Grant Agreement.
Furthermore, communications with Congress and the Executive Branch fall squarely
within the protections of speech and petition under the First Amendment, and may also
be protected by federal whistleblower statutes. Therefore, any effort by USAGM to
compel disclosure of the communications, particularly advance disclosure, or to
penalize OTF for a failure to disclose, could be subject to challenge on First
Amendment and federal statutory grounds.
5. Agreements. A copy of every contract, grant agreement, and
obligation that OTF has executed to date with every
organization, entity, or person to which OTF disburses funds or
provides material support, accompanied by a detailed
description of the work done by that organization, entity, or
person and any deliverables they have accomplished, and a list
of any other US federal agencies or grantees that provide
additional funding to these same organizations, entities, or
persons, as required under Article IV.c.2., and in preparation
for USAGM's annual performance review of OTF under Article
XII.f.
RESPONSE No. 5
We object to this request on several grounds:
First, because of the large number of OTF employees, sub-recipients, contactors,
consultants, vendors, etc., and the number of possible "obligations" under each contract
and grant agreement, the collection, collation and delivery of the requested
documentation would be a major undertaking, and would absorb an exceedingly large
amount of OTF staff time and effort at a time when most of the staff is working remotely
and their time is at a heavy premium, thereby threatening a serious disruption of OTF
operations. .

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August 17, 2020
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Second, the task of collection, collation and delivery is made even more burdensome by
the fact that USAGM is also demanding that the contracts be “accompanied by a
detailed description of the work done by that organization, entity, or person and any
deliverables they have accomplished” for every “contract, grant agreement, and
obligation.”
Third, the request also calls for information and documentation that is not in OTF’s
possession or control — namely, “a list of any other US federal agencies or grantees
that provide additional funding to these same organizations, entities, or persons.”1 To
satisfy this portion of the request, OTF would have to launch a separate research
project, which is surely outside the scope of OTF's obligations under the Grant
Agreement and 2 C.F.R. Part 200.
Fourth, before providing every “contract, grant agreement, and obligation” to USAGM,
OTF will have to review each of them (and related documentation) to identify personal
and confidential information which, under applicable federal or foreign law that must or
should be withheld from USAGM, or only disclosed to USAGM with appropriate
guarantees against unauthorized disclosure and use.
This is an issue of particular concern to OTF. As noted in our August 12 letter, we are
deeply unsettled by the apparent mishandling of sensitive information and
documentation recounted in the OPM/ONDI assessment and acknowledged in your
August 10 letter and in CEO Pack's statement; and we are concerned about what these
findings could mean for the security of OTF’s staff, contractors and partners if the
personal and confidential information disclosed to USAGM under this request and
others were handled in a similar fashion. As it stands, we have no confidence in the
ability of USAGM's apparently porous security procedures to protect the confidentiality
of information whose disclosure, deliberate or inadvertent, would pose serious risks to
our partners around the world.
Finally, it is frankly difficult to believe that this blanket request is supported by a
legitimate grant-related purpose. The number and variety of contracts is simply too large
to be of real value to USAGM's oversight function. Surely the demands of legitimate

1 It is unclear from the text of Request No. 5 whether USAGM is asking for a list of US federal
agencies or grantees that provide additional funding to . . . organization[s], entit[ies], or person[s]"
supported by OTF, or only those that provide additional funding to the OTF-supported activities
implemented by those "organizations, entities, or persons."

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August 17, 2020
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oversight can be satisfied by a well-chosen sample of OTF's ongoing contracts; that is
precisely how auditors proceed. USAGM has provided no grant-related justification —
nor can we think of one — that would support unlimited scope of this Request No. 5.2
In sum, Request No. 5 raises, with particular clarity, the issue of good faith and fair
dealing. USAGM has presented a burdensome request for documentation, requiring a
significant investment of time and effort by a small staff under extremely trying
circumstances, without a clearly articulated grant–related purpose, and without a
credible guarantee against unauthorized disclosure and use. Request No. 5 cries out for
an accommodation that would satisfy the legitimate interests of both parties.
6. Conflicts of Interest. A disclosure list that identifies all possible
conflict of interests, including details on any personal
connection-including but not limited to family members,
friends, partners, former employers or employees of any OTF
personnel-to any entity or person who receives funds from
OTF, and the names, details on what money they have received
to date from OTF, what money OTF plans to distribute, and
what conflict-of-interest determination OTF made if applicable,
as required under Article IV.c.2. In addition, please provide a
list of all outside earned income for each officer, employee,
intern, fellow, and affiliate of OTF.
RESPONSE No. 6
Regarding conflicts of interest: 2 C.F.R. §200.112 governs disclosure of conflicts of
interest by a non-federal entity (NFE) to an awarding agency and requires the NFE to
"disclose in writing any potential conflict of interest . . . in accordance with applicable
federal award agency policy." The content of the NFE’s policy is the responsibility of the
NFE, subject to the general requirements of 2 C.F.R. §200.318. OTF's policy on
conflicts of interest requires that all OTF personnel — including directors, officers,
employees, interns, fellows and volunteer Advisory Council members — sign conflict-ofinterest forms regarding their work with OTF. On the basis of the information provided in
2 Indeed, to the extent, if any, that Request No. 5 is motivated by a concern about specific OTF obligations, the
proper approach would be to rely on an audit of the OTF portfolio, rather than the approach taken here. See
Response No. 8 at 13 below ("[I]f there are additional questions about the information previously provided by OTF,
those questions would be better addressed through the annual single audit required under 2 CFR Part 200, which will
be completed following the end of the fiscal year by qualified independent auditors with licenses in good standing
with the DC Board of Accountancy").

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August 17, 2020
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those forms (and regularly updated), we have determined that there are no potential
conflicts of interest to disclose to USAGM at this time.
Regarding outside earned income: We know of nothing in the Grant Agreement, in 2
CFR Part 200, or in the OTF conflict-of-interest policy that would require OTF to collect
information regarding “outside earned income for each officer, employee, intern, fellow,
and affiliate,” and nothing that would require OTF to provide such information to
USAGM.
7. Certification of No Lobbying. An update of the certification that
no grant funds have been used for lobbying, as required under
Attachment G of the grant agreement.
RESPONSE No. 7
As USAGM notes here, OTF has already signed a certification of no lobbying. OTF is
happy to sign an updated certification provided by USAGM if necessary; however, we
would like clarification about why an updated certification is needed at this time.
8. Monthly Reports. The monthly reports for January, February,
March, April, May, and June, including a Federal Financial
Report (SF-425) and Statement of Obligations and
Disbursements (SOD)), for each month, of obligations and cash
disbursements in U.S. dollars with the level of detail described
in Article VI.a.3., as well as details about each disbursement
and obligation of funds from OTF including name of the
grantee, vendor, contractor, or other obligation category,
amount disbursed, date(s) disbursed, whether a background
and security vetting was done on the entity or person receiving
money, the date of the background or security check was
conducted, and any planned future disbursements to that entity
or person, as required under Article VI.b.1.
RESPONSE No. 8
Pursuant to OTF’s Grant Agreement, this information has already been provided to
USAGM.

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August 17, 2020
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OTF has already submitted all the requested monthly reports to USAGM. Please
reference the following emails:
○ Email from Nat Kretchun to ceooffice@usagm.gov On January 21,
2020 at 5:51pm
○ Email from Libby Liu to ceooffice@usagm.gov on February 21,
2020 at 3:48pm
○ Email from Libby Lui to ceooffice@usagm.gov on March 20, 2020
at 5:31pm
○ Email from Libby Liu to ceooffice@usagm.gov on April 17, 2020 at
4:27pm
○ Email from Libby Liu to ceooffice@usagm.gov on June 12, 2020 at
6:18pm
○ Email from Laura Cunningham to ceooffice@usagm.gov on July
24, 2020 at 12:18pm
In addition, OTF has already submitted all the requested SF-425s and SODs. Please
reference the following emails:
○ Email from Sylvia Pollack (RFA) to John Barkhamer, Virginia
Boateng, and Marcus Murchison on January 22, 2020 at 4:28pm
○ Email from Sylvia Pollack (RFA) to John Barkhamer, Virginia
Boateng, and Marcus Murchison on February 21, 2019 at 10:45am
○ Email from Sylvia Pollack (RFA) to John Barkhamer, Virginia
Boateng, and Marcus Murchison on March 27, 2020 at 9:09pm
○ Email from Heidi Pilloud to John Barkhamer, Virginia Boateng, and
Marcus Murchison on April 30, 2020 at 4:31pm
○ Email from Heidi Pilloud to John Barkhamer, Virginia Boateng, and
Marcus Murchison on May 20, 2020 at 8:02pm
○ Email from Heidi Pilloud to John Barkhamer, Virginia Boateng, and
Marcus Murchison on June 13, 2020 at 3:49pm
○ Email from Heidi Pilloud to Grant Turner, Virginia Boateng, and
Marcus Murchison on July 20, 2020 at 10:51pm
Please note that Radio Free Asia (RFA) submitted all relevant SF-425s and SODs prior
to April 30, 2020 as the fiscal custodian for OTF prior to Heidi Pilloud’s start date as

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August 17, 2020
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OTF CFO on April 20, 2020. For questions related to SF-425s and SODs submitted
prior to April 30, 2020 please contact RFA CFO Patrick Taylor at taylorp@rfa.org.
In addition, OTF’s FY2020 Q4 financial plan, which details all planned future obligations,
was submitted to USAGM on June 3, 2020. Please see email from Heidi Pilloud to
Virginia Boateng and Marcus Murchison on June 3, 2020 at 3:11pm. Per OTF’s Grant
Agreement, this financial plan was approved by USAGM on July 3, 2020. We have
reattached OTF’s approved FY2020 Q4 financial plan here for reference.
As demonstrated by this approved financial plan and OTF’s most recent SF-425,
USAGM has failed to meet its contractual obligations to advance July funding for the
balance of $1,619,926 and August funding of $1,680,378. As it is now mid-August, OTF
is also anticipating advanced funds of $7,746,826 for the month of September and has
received no communications to coordinate the transfer of the balance of the funds for
the approved FY2020 financial plan.
Because USAGM is unlawfully withholding a total of $11,047,129 in FY2020 funds, OTF
has been forced to cancel planned funding rounds, including the competitive
procurement process for Tech at Scale for critical circumvention technologies.
Additionally, USAGM has not taken follow-up steps to fulfil its agreement with OTF to
re-obligate the $9,754,588 in prior year funds originally obligated for the contracts
assigned from RFA to OTF on April 17, 2020, despite having received the auditor’s
report on unliquidated contract balances from RFA on June 18, 2020. Because of
USAGM’s withholding of a total of $20,801,717 in congressionally appropriated Internet
Freedom funding, OTF has been forced to issue stop-work orders to 49 of our 60
projects.
Furthermore, USAGM does not have the authority under the Grant Agreement or 2
C.F.R. Part 200 to require that OTF supplement its Monthly Reports with “details about
each disbursement and obligation of funds from OTF including name of the grantee,
vendor, contractor, or other obligation category, amount disbursed, date(s) disbursed,
whether a background and security vetting was done on the entity or person receiving
money, the date of the background or security check was conducted, and any planned
future disbursements to that entity or person.” In fact, this request is inconsistent with
the provisions in 2 C.F.R. Part 200 governing financial reporting between a Federal
awarding agency and the non-federal entity receiving funds:
2 CFR § 200.327 provides:

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August 17, 2020
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Unless otherwise approved by OMB, the Federal awarding agency
may solicit only the standard, OMB-approved governmentwide data
elements for collection of financial information (at time of publication
the Federal Financial Report or such future collections as may be
approved by OMB and listed on the OMB Web site). This information
must be collected with the frequency required by the terms and
conditions of the Federal award, but no less frequently than annually
nor more frequently than quarterly except in unusual circumstances,
for example where more frequent reporting is necessary for the
effective monitoring of the Federal award or could significantly affect
program outcomes, and preferably in coordination with performance
reporting.
OTF already goes above and beyond this requirement by providing monthly reports as
per the Grant Agreement. OTF also abides by the requirements set forth in 2 CFR 200
for internal controls over compliance and financial reporting. The internal controls
implemented by OTF include vetting potential vendors or other funds recipients through
the U.S. System for Awards Management (SAM.gov) to ensure funds are not obligated
to restricted individuals or entities, and vetting against the OFAC sanctions list as an
extra precaution. A SAM.gov check is performed prior to obligation of funds, and OTF
ensures that there is a SAM.gov check and an OFAC check on file, and that those
checks are less than one year old, prior to remitting any payments to any individual or
entity.
More importantly, if there are additional questions about the information previously
provided by OTF, those questions would be better addressed through the annual single
audit required under 2 CFR 200, which will be completed following the end of the fiscal
year by qualified independent auditors with licenses in good standing with the DC Board
of Accountancy. The results of the single audit, the auditor’s opinion, and OTF’s audited
financial statements will be furnished to USAGM, in addition to being an addendum to
the annual IRS form 990 filing. Should the legally required single audit not provide
USAGM with the information it requires to carry out its responsibilities under Federal
statute or regulation, OTF also welcomes the opportunity to submit to any additional
audit allowed under subpart F of 2 CFR 200.

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August 17, 2020
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9. Safeguards. The annual update and report of the findings on
the safeguards to minimize the use of Work supported with
these grant funds for illicit purposes to the greatest extent
possible ("the Safeguards"), including a review of the risks and
benefits of all supported Work in relationship to the
Safeguards, as required under Article VI.b.2.
RESPONSE No. 9
As previously noted, per this request, we have attached an updated written schedule of
all projects funded by FY2020 grant funds including a review of the risks and benefits of
all supported projects in relationship to the safeguards established by USAGM.
10. Personnel Vacancies. A report listing personnel vacancies as
of the end of each quarter, organized by division and including
the Position Title, Grade Level, Annual Salary, Date Vacant, and
Expected Hire Date, as required under Article VI.b.4.
RESPONSE No. 10
This information has already been provided to USAGM. OTF submitted its personnel
vacancy report to USAGM on July 21, 2020. Please see email from Laura Cunningham
to Virginia Boateng on July 21 at 6:09pm.
11. Affiliated Personnel. A list of all personnel affiliated with OTF,
whether each person serves as an officer, employee, fellow,
intern or other affiliate, including the person's name, title, date
of appointment to that title, security-clearance level, what
background check was done, if any, and by whom, salary, and
previous employment history prior to work with OTF, as
required under Article IV.c.2.
RESPONSE No. 11
The requested information regarding OTF personnel has already been provided to
USAGM; the same information is requested in Requests Nos. 10 and 12. A list of all
OTF personnel, including name, title, date of appointment, and salary are included in
the personnel vacancy report that OTF submitted to USAGM on July 21, 2020. Please
see email from Laura Cunningham to Virgina Boateng on July 21 at 6:09pm. Information

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August 17, 2020
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regarding security-clearance level, background checks, and previous employment
history is included as part of the SF-86 forms previously submitted by OTF employees
to USAGM.
12. Security Background Investigations. A list of all OTF personnel
who has received a background check or been granted a
security clearance, including details of who conducted the
background check or security clearance and when it was
conducted, in accordance with Article X.a.
RESPONSE No. 12
This information has already been provided to USAGM. All OTF employees hired prior
to April 20, 2020 submitted SF-86 forms to USAGM and, according to USAGM,
successfully completed background checks. USAGM should have all relevant records
related to these background checks. If USAGM no longer has information regarding
OTF employee background checks, we would like to be informed of this immediately,
along with a detailed description of the actions USAGM plans to take to retrieve this
data and safeguard it going forward. However, as documented in the July 2020 OPM
assessment of USAGM’s security procedures, all background checks performed after
2012 have since been deemed invalid. OTF is awaiting further guidance from USAGM
on how to proceed with background checks for all staff given these serious findings.
Laura Cunningham is the only OTF employee with a security clearance. Laura obtained
her clearance when employed by the Department of State. Her clearance and related
documentation were transferred to USAGM in July 2019.
13. Equipment Inventory. An annual inventory of all equipment, as
required under Article Vl.b.5.
RESPONSE No. 13
Compliance with the Article is not yet due since this an annual requirement and OTF
has operated under this Grant Agreement for less than a year. Regardless, OTF does
not own any equipment per this definition.
14. Cost Overages. A list of all costs that exceed 10% of the total
budget, in accordance with Article Vl.d. (which states that "the

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August 17, 2020
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Non-Federal Entity may not transfer Grant Funds among direct
costs if the cumulative amount of such transfers exceeds, or is
expected to exceed 10 percent of the total budget in the
Approved Financial Plan unless otherwise approved by
USAGM"), and any contracts or grants in excess of $350,000 or
leases over $200,000, in accordance with Article Vl.e. (which
requires 5 days' advance notice to USAGM for contracts or
grants in excess of $350,000 or leases over $200,000).
RESPONSE No. 14
The first portion of this request is based on a misreading of Article VI.d. That provision,
and 2 C.F.R. §200.308(e) on which it is based, do not relate to "costs that exceed 10%
of the total budget," but instead to "transfer of funds among direct cost categories or
programs, functions and activities." 2 C.F.R. §200.308(e). Article VI.d and 2 C.F.R.
§200.308(e) permit OTF to make such transfers without the prior approval of USAGM,
at least until "the cumulative amount of such transfers exceeds, or is expected to
exceed 10 percent of the total budget in the Approved Financial Plan." In any event, if
"cost" is defined as the cost of a single piece of equipment or the value of a single
contract or transaction, OTF has incurred no costs in excess of 10% of the total budget."
If this request is seeking information on costs incurred in excess of specific line-item
ceilings in the Approved Financial Plan, detailed information on OTF spending against
budget ceilings has already been provided to USAGM. Please see the SF-425 email
from Heidi Pilloud to Grant Turner, Virginia Boateng, and Marcus Murchison dated July
20, 2020. As demonstrated by the accompanying reports to the SF-425, OTF does not
have any cost overages that exceed 10% of the major budget line items in the total
budget of OTF’s Approved Financial Plan (see page 10 of 11 of the PDF version of the
June 2020 financials for the Approved Financial Plan). If ever the cumulative amount of
"overages"— i.e., transfers from one AFP direct cost line-item to another — exceeds (or
is expected to exceed) 10% of the total budget, we would promptly notify USAGM
pursuant to Article VI.d.
With respect to the second portion of this request, as OTF has previously notified
USAGM, we have executed only one contract in excess of $350,000. That contract
included USAGM staff and USAGM grantee staff in the review process, acting as
members of OTF’s Advisory Council for the Technology at Scale Fund. OTF provided
USAGM notice of the contract on April 30, 2020 and confirmed final contracting on May

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20, 2020. Please see email from Nat Kretchun to Chad Hurley on April 30, 2020 at
10:28am, and May 20, 2020 at 3:33pm.
15. Compensation. A list of all salary or compensation provided
to each person compensated by OTF since OTF's first
provided funds to that person and what the person's
comparable rate or position under Title 5 of the U.S. Code as
required under Article Vll.f.1.
RESPONSE No. 15
This information has already been provided to USAGM in OTF’s vacancy report. Please
see email from Laura Cunningham to Virginia Boateng on July 21 at 6:09pm
16. Security Audits. The comprehensive security audit for each
technology and organization OTF supports, as required under
Article Vll.h. (which states that "In accordance with Continuing
Appropriations Act, 2019, Division C of P.L. 115- 245
(September 28, 2018), the Non-Federal Entity shall only support
technologies that undergo comprehensive security audits
consistent with the standards established by the Bureau of
Democracy, Human Rights, and Labor, Department of State to
ensure that such technology is secure and has not been
compromised in a manner detrimental to the interest of the
United States or to individuals and organizations benefiting
from programs supported by such funds").
RESPONSE No. 16
As previously noted, per this request, we have attached an updated written schedule of
all projects funded by FY2020 grant funds, including the security audit status for each
project supported with FY2020 grant funds. Unfortunately, several security audits were
being schedule or were underway when OTF was forced to issue stop work orders to
projects so several audits have been prematurely paused.
17. Outside Funding. A list of all outside funding that OTF has
acquired to date to match U.S. government funding, how this
funding was provided, by whom, and with what funds this
additional funding was acquired, as required under Article IX.a.
(which notes the outside funding acceptance and use policy as

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well as "a recurring provision of USAGM's annual appropriation
provides that "funds made available pursuant to this section
[GLOBAL INTERNET FREEDOM] shall be matched, to the
maximum extent practicable, by sources other than the United
States Government, including from the private sector. See, e.g.,
section 7050(a) of the Further Consolidated Appropriations Act,
2020").
RESPONSE No. 17
OTF has not received any outside funding since it was incorporated as an independent
501c3 in September 2019.
18. Headquarters. OTF's reasoning on why its current office space
on L Street meets the standards set out In Attachment E of the
grant agreement (namely, that the location ensures economy,
operational effectiveness, and accountability) and why OTF
moved from the space it previously occupied in RFA's M Street
offices.
RESPONSE No. 18
The Grant Agreement does not provide USAGM the rights or authority to request this
information. OTF is an independent organization and has the right to independently
determine the location of its office, which we have done consistent with Attachment E of
the Grant Agreement.
Nevertheless, to answer your questions, we moved from RFA's offices to ensure that
OTF would be able to operate effectively as an independent non-profit organization. The
space is small, but cost competitive with other possible locations. It is quite close to the
RFA offices on M Street, a location which has always been recognized as ensuring RFA
operational effectiveness and accountability, and it is even closer than RFA's offices to
the Department of State and to the Foggy Bottom and Farragut West Metro stations.
Very best,

Laura Cunningham
Acting CEO and President
Open Technology Fund