8-Guidance on DOE Foreign Country of Risk Sponsored or Affiliated Activities.pdf

TERRAPOWER PROPRIETARY AND CONFIDENTIAL – SUBJECT TO CONFIDENTIALITY AGREEMENT

TP-RMDC-TEMP-0001 Rev 5A Feb 2023 Governing Procedure: None

Controlled Document - Verify Current Revision

GUIDELINE

Document Number: TP-COM-GUIDE-0009 Revision: 3

Document Title: Guidance on DOE Foreign Country of Risk Sponsored or Affiliated Activities

Functional Area: Compliance Engineering Discipline: N/A

Effective Date: SEE EDMS Released Date: SEE EDMS

Page: 1 of 24

Approval

Title Name Signature Date

Originator, Senior Compliance Specialist Stephanie Hayes Electronically Signed in

EDMS SEE EDMS

Reviewer, Deputy Project Director Phil Schloss Electronically Signed in

EDMS SEE EDMS

Reviewer, Senior Vice President and Project Director

Tara Neider Electronically Signed in

EDMS SEE EDMS

Senior Director, Human Resources Jessica Harris Electronically Signed in

EDMS SEE EDMS

Reviewer, Director Procurement Autumn Brown Electronically Signed in

EDMS SEE EDMS

Reviewer, VP & Deputy General Counsel Michael Green Electronically Signed in

EDMS SEE EDMS

Approver, SVP, General Counsel Craighton Goeppele Electronically Signed in

EDMS SEE EDMS

Export Controlled Content: Yes No

TP-COM-GUIDE-0009, Rev 3 Guidance on DOE Foreign Country of Risk Sponsored or Affiliated Activities Page 2 of 24

REVISION HISTORY

Revision No. Effective Date Affected

Section(s) Description of Change(s)

3 SEE EDMS Appendices, Exhibit A Updated TP-COM-FORM-0009 to remove revision number.

2 2/6/2024 Cover page & 3

Added HR, Procurement and VP & Deputy General Counsel as reviewers, added ”prior to their start date” for receipt of TP- COM-FORM-0009. These updates satisfy CR-2024-0007.

1 1/26/2021 Throughout Replaced “Foreign Government Talent Recruitment Programs” with “Foreign Country of Risk Sponsored or Affiliated Activities” Included covered activities in Section 2.

0 8/23/2019 Initial Release

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TABLE OF CONTENTS

1 INTRODUCTION & APPLICABILITY

2 DEFINITIONS

3 GUIDANCE

4 REFERENCES

5 APPENDICES

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1 INTRODUCTION & APPLICABILITY

This guidance applies to those TerraPower employees and contractors who work or will be working, in TerraPower’s engineering and technical functions, contracts/procurement, project management, QA, safety, or TerraPower’s President & CEO (“Covered TerraPower Personnel”).

DOE Order 486.1A Department of Energy Foreign Government Sponsored or Affiliated Activities applies to participation in DOE Foreign Country of Risk Sponsored or Affiliated Activities (as defined below). DOE federal contractor personnel and subcontractor personnel who perform either on-site at a DOE/NNSA site/facility or in DOE/NNSA/contractor leased space as part of either a DOE Demonstration Subcontract or R&D Subcontract (each as defined below) are either prohibited or restricted from participating in Foreign Country of Risk Sponsored or Affiliated Activities. This applies to Covered TerraPower Personnel because TerraPower is a subcontractor performing work on-site at a DOE/NNSA site/facility, (e.g., some of our VTR/TREAT scope of work includes this), and BEA/INL is flowing this requirement down to TerraPower as a subcontractor, and also because the national labs,in various contracts, like CRADAs (as defined below) are flowing down this requirement to TerraPower. TerraPower is purposefully adopting a broad definition of Covered TerraPower Personnel, given potential changes in work assignments and access to DOE facilities as TerraPower performs its government subcontract work, and because the number of subcontracts that TerraPower has that flow down this requirement from BEA/INL as well as other DOE sites/facilities, will likely increase over time.

2 DEFINITIONS

BEA/INL

This means Battelle Energy Alliance, which is the prime contractor of the U.S. Department of Energy for the Idaho National Lab.

Covered TerraPower Personnel

This term has the meaning set forth in the Introduction to this Guidance.

CRADA

This term means a Cooperative Research and Development Agreement, one of many different contracting forms used with U.S. national laboratories.

Demonstration Subcontract

This term has the meaning set forth in the Order, but initially includes Contract No. 215209.

Foreign Country of Risk

There is not a DOE published list of what is a “foreign country of risk”, but BEA/INL has told TerraPower that these countries are Iran, North Korea, Russia and China. The list of what constitutes a “Foreign Country of Risk” may be expanded by DOE in the future.

DOE Foreign Country of Risk Sponsored or Affiliated Activity

This means any foreign government sponsored talent recruitment program or other foreign government sponsored or affiliated activity of a Foreign Country of Risk, which is either a Foreign

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Government-Sponsored Talent Recruitment Program or an Other Foreign Government Sponsored or Affiliated Activity.

Foreign Government-Sponsored Talent Recruitment Program.

An effort directly or indirectly organized, managed, or funded by a foreign government to recruit science and technology professionals or students (regardless of citizenship or national origin, and whether having a full-time or part-time position). Some foreign government-sponsored talent recruitment programs operate with the intent to import or otherwise acquire from abroad, sometimes through illicit means, proprietary technology or software, unpublished data and methods, and intellectual property to further the military modernization goals and/or economic goals of a foreign government. Many, but not all, programs aim to incentivize the targeted individual to physically relocate to the foreign state for the above purpose. Some programs allow for or encourage continued employment at U.S. research facilities or receipt of Federal research funds while concurrently working at and/or receiving compensation from a foreign institution, and some direct participants not to disclose their participation to U.S. entities. Compensation could take many forms including cash, research funding, complimentary foreign travel, honorific titles, career advancement opportunities, promised future compensation, or other types of remuneration or consideration, including in-kind compensation.

Other Foreign Government Sponsored or Affiliated Activity.

Includes the following activities directly or indirectly involving a foreign country of risk entity, as defined below:

(1) Employment.

(2) Other support, contractual or otherwise, direct and indirect, including current and pending private and public sources of funding or income, both foreign and domestic. For researchers, other support includes all foreign country of risk entity resources made available, directly or indirectly, to a researcher in support of and/or related to all of their professional R&D efforts, including resources provided directly to the individual rather than through the research institution, and regardless of whether or not they have monetary value (e.g., even if the support received is only in-kind, such as office/laboratory space, equipment, supplies, or employees). This includes resource and/or financial support from all foreign and domestic entities, including but not limited to, gifts, financial support for laboratory personnel, and participation of student and visiting researchers supported by other sources of funding. This further includes compensation, for example, current or promises of future: grants, awards, funding, scholarship, appointment, sabbatical, travel, university directed funding, and honoraria.

(3) Current or pending participation in, or applications to programs, e.g., grant programs, sponsored by foreign governments, instrumentalities, or entities, if not a Foreign Government-Sponsored Talent Recruitment Program, as defined. Associated contracts, upon request by DOE, must be disclosed, in addition to the fact of participation.

(4) Positions and appointments, both domestic and foreign, including affiliations with foreign entities or governments. This includes titled academic, professional, or institutional

Activities Page 6 of 24 appointments whether or not remuneration is received, and whether full-time, part-time, or voluntary (including adjunct, visiting, or honorary).

(5) The following, considered alone, are not included in this definition:

(a) In-kind support under a fundamental research collaboration for the sole purpose of co-authorship to be made publicly available; and

(b) Support related specifically to implementing a DOE program sponsored international collaboration project and within the scope of a DOE-level or U.S. Government-level bilateral or multilateral international agreement.

These programs are often part of broader whole-of-government strategies to reduce costs associated with basic research while focusing investment on military development or dominance in emerging technology sectors.

Order

DOE Order 486.1A Department of Energy Foreign Government Sponsored or Affiliated Activities, which is attached as Exhibit B.

R&D Subcontract

This term has the meaning set forth in the Order, but initially includes Contract No. 212114, 215209, 217826 (Release 1), and 224343. In addition, new CRADAs with BEA/INL, including those being entered into by TerraPower in connection with DOE Advanced Reactor Demonstration awards, are now adding this certification, and it is likely that other national labs with whom TerraPower is doing business will include a certification of compliance with the Order for any Covered TerraPower Personnel in both CRADAs and other contracting forms.

3 GUIDANCE

All Covered TerraPower Personnel must:

Confirm to TerraPower that he/she is not involved in a DOE Foreign Country of Risk Sponsored or Affiliated Activities (i.e., neither Foreign Government-Sponsored Talent Recruitment Programs nor Other Foreign Government Sponsored or Affiliated Activities) by delivering the confirmation in the form attached as Exhibit A to the Senior Compliance Specialist (this includes re-certification under the Order, which is broader than its predecessor);

Report in advance, and seek prior approval from TerraPower Covered Personnel’s manager and the Senior Compliance Specialist, any offer that could fall under the definition of a DOE Foreign Country of Risk Sponsored or Affiliated Activities ; and

Immediately notify his/her manager and the Senior Compliance Specialist if his/her confirmation becomes incorrect and take such action as directed by TerraPower, which may involve, without limitation, promptly providing TerraPower all requested information, discontinuing involvement in the DOE Foreign Country of Risk Sponsored or Affiliated Activity and/or discontinuing work under subcontract(s) and any other agreement with BEA/INL or any other national lab. This includes notification to his/her manager and Senior Compliance Specialist in the case where DOE expands the definition of a Foreign Country of Risk, and as a result, TerraPower updates this Guide.

In addition, as part of the conditions during the offer process and prior to becoming Covered TerraPower Personnel, a TerraPower employee or contractor must also confirm to TerraPower that

Activities Page 7 of 24 s/he is not involved in any current or proposed DOE Foreign Country of Risk Sponsored or Affiliated Activity by delivering the confirmation in the form attached as Exhibit A to HR (in the case of employees who will become Covered TerraPower Personnel) and to Contracts/Procurement (in the case of contractors who will become Covered TerraPower Personnel), who will then provide these to the Senior Compliance Specialist prior to Covered Personnel start date.

Finally, TerraPower must flow compliance with the Order down to its further subcontractors, who are supporting work under those contracts where BEA/INL or other national laboratories have required that TerraPower make this certification.

It is important for all TerraPower employees and contractors to understand that the types of communications that the Order is seeking to limit to Foreign Countries of Risk is much broader than export-controlled information (ECI). This includes “Information products deemed by the originator to be useful beyond the originating site (i.e., intended to be published or disseminated), in any format or medium from research and development (R&D) efforts and scientific and technological work of scientists, researchers, and engineers. Scientific findings are communicated through various media— e.g., textual, multimedia, audiovisual, and digital—and are produced in a range of products such as technical reports, scientific/technical conference papers, journal articles, workshop reports, program documents, invention reports, patent applications, patents, publicly available scientific research datasets or other forms of scientific and technical information.”

As described in the definition of Foreign Government Sponsored or Affiliated Activities, even seemingly more innocuous communications/contacts/receipt of honorific titles and presentations may constitute involvement in a Foreign Government Sponsored or Affiliated Activities.

The “Contractor Requirements Document” in the Order will require a quarterly reporting document by TerraPower, and subcontractor flow-down requirements as well. The confirmations provided under this Guidance by Covered TerraPower Personnel will support the required TerraPower reports to BEA-

INL.

4 REFERENCES

DOE Order 481.1A Foreign Government Sponsored or Affiliated Activities

5 APPENDICES

Exhibit A: Confirmation Regarding DOE Foreign Country of Risk Sponsored or Affiliated Activity

Exhibit B: DOE Order 486.1A - Foreign Government Sponsored or Affiliated Activities

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EXHIBIT A

CONFIRMATION REGARDING DOE FOREIGN COUNTRY OF RISK SPONSORED OR AFFILIATED ACTIVITY

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EXHIBIT B

DOE O 486.1A FOREIGN GOVERNMENT SPONSORED OR AFFILIATED ACTIVITIES

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