Attachment B - US DOE - Special Terms and Conditions.pdf

U.S. Department of Energy (DOE)

Special Terms and Conditions

Energy Efficiency and Conservation Block Grant

The Contractor agrees to comply with the U.S. Department of Energy’s Special Terms and Conditions, as applicable and to require strict compliance by all subcontractors to the requirements stated herein. In the event of conflicting terms, the order of precedence shall be;

1) Exhibit B; 2) Exhibit A; and 3) the Agreement.

1. Compliance with Federal, State, and Municipal Law

The CONTRACTOR is required to comply with applicable Federal, state, and local laws and regulations for all Work performed under this Agreement. The CONTRACTOR is required to obtain all necessary Federal, state, and local permits, authorizations, and approvals for all work performed under this Agreement.

1. Inconsistency with Federal Law

ARTICLE 2 – Any apparent inconsistency between Federal statutes and regulations and the terms and conditions contained in this Agreement must be referred to the City’s Project Manager for guidance.

ARTICLE 3 –

4. Indemnity

ARTICLE 5 – The CONTRACTOR shall indemnify DOE and its officers, agents, or employees for any and all liability, including litigation expenses and attorneys' fees, arising from suits, actions, or claims of any character for death, bodily injury, or loss of or damage to property or to the environment, resulting from the project, except to the extent that such liability results from the direct fault or negligence of DOE officers, agents or employees, or to the extent such liability may be covered by applicable allowable costs provisions.

6. Foreign National Participation

ARTICLE 7 – If the CONTRACTOR (including any of its subcontractors) anticipates involving foreign nationals in the performance of the Agreement, the CONTRACTOR must, upon City’s request, provide the City with specific information about each foreign national to ensure compliance with the requirements for participation and access approval. The volume and type of information required may depend on various factors

Attachment B associated with the Agreement. The City’s Purchasing Agent will notify the CONTRACTOR if this information is required.

ARTICLE 8 –

ARTICLE 9 – The City may, based on direction from the DOE elect to deny a foreign national’s participation in the Agreement.

A.

5. Environmental, Safety and Health Performance of Work at City Facilities

With respect to the performance of any portion of the Work under this Agreement which is performed at a City-owned or controlled site, the CONTRACTOR agrees to comply with all Local, State and Federal Environmental, Safety and Health (ES&H) regulations and with all other ES&H requirements of the operator of such site.

Prior to the performance on any Work at a City-owned or controlled site, the CONTRACTOR shall contact the City’s Project Manager for information on City and site-specific ES&H requirements.

The CONTRACTOR is required apply this provision to its subcontractors.

6. Nondisclosure and Confidentiality Agreements Assurances

A. By entering into this Agreement, the CONTRACTOR attests that it does not and will not require its employees or subcontractors to sign internal nondisclosure or confidentiality agreements or statements prohibiting or otherwise restricting its employees or contactors from lawfully reporting waste, fraud, or abuse to a designated investigative or law enforcement representative of a Federal department or agency authorized to receive such information.

B. The CONTRACTOR further attests that it does not and will not use any Federal funds to implement or enforce any nondisclosure and/or confidentiality policy, form, or agreement it uses unless it contains the following provisions:

i. ‘‘These provisions are consistent with and do not supersede, conflict with, or otherwise alter the employee obligations, rights, or liabilities created by existing statute or Executive order relating to (1) classified information, (2) communications to Congress, (3) the reporting to an Inspector General of a violation of any law, rule, or regulation, or mismanagement, a gross waste of funds, an abuse of authority, or a substantial and specific danger to public health or safety, or (4) any other whistleblower protection. The definitions, requirements, obligations, rights, sanctions, and liabilities created by controlling Executive orders and statutory provisions are incorporated into this agreement and are controlling.’’

ii. The limitation above shall not contravene requirements applicable to Standard Form 312, Form 4414, or any other form issued by a Federal department or agency governing the nondisclosure of classified information.

iii. Notwithstanding provision listed in paragraph (a), a nondisclosure or confidentiality policy form or agreement that is to be executed by a person connected with the conduct of an intelligence or intelligence-related activity, other than an employee or officer of the United States Government, may contain provisions appropriate to the particular activity for which such document is to be used. Such form or agreement shall, at a minimum, require that the person will not disclose any classified information received in the course of such activity unless specifically authorized to do so by the United States Government. Such nondisclosure or confidentiality forms shall also make it clear that they do not bar disclosures to Congress, or to an authorized official of an executive agency or the Department of Justice, that are essential to reporting a substantial violation of law.

7. Export Control

The United States government regulates the transfer of information, commodities, technology, and software considered to be strategically important to the U.S. to protect national security, foreign policy, and economic interests without imposing undue regulatory burdens on legitimate international trade. There is a network of Federal agencies and regulations that govern exports that are collectively referred to as “Export Controls.” The CONTRACTOR is responsible for ensuring compliance with all applicable United States Export Control laws and regulations relating to any work performed under a resulting award.

The CONTRACTOR must immediately report to the City any export control violations related to the project funded under this award and provide the corrective action(s) to prevent future violations.

8. Fraud, Waste and Abuse

The mission of the DOE Office of Inspector General (OIG) is to strengthen the integrity, economy and efficiency of DOE’s programs and operations including deterring and detecting fraud, waste, abuse and mismanagement. The OIG accomplishes this mission primarily through investigations, audits, and inspections of Department of Energy activities to include grants, cooperative agreements, loans, and contracts. The OIG maintains a Hotline for reporting allegations of fraud, waste, abuse, or mismanagement. To report such allegations, please visit https://www.energy.gov/ig/ig-hotline.

http://www.energy.gov/ig/ig-hotline

9. Affirmative Action and Pay Transparency Requirements

All federally assisted construction contracts exceeding $10,000 annually will be subject to the requirements of Executive Order 11246:

(1) CONTRACTORs and subcontractors are prohibited from discriminating in employment decisions on the basis of race, color, religion, sex, sexual orientation, gender identity or national origin.

(2) CONTRACTORs and subcontractors are required to take affirmative action to ensure that equal opportunity is provided in all aspects of their employment. This includes flowing down the appropriate language to all subrecipients, contractors and subcontractors.

(3) CONTRACTORs and subcontractors are prohibited from taking adverse employment actions against applicants and employees for asking about, discussing, or sharing information about their pay or, under certain circumstances, the pay of their co-workers.

The Department of Labor’s (DOL) Office of Federal Contractor Compliance Programs (OFCCP) uses a neutral process to schedule contractors for compliance evaluations. OFCCP’s Technical Assistance Guide should be consulted to gain an understanding of the requirements and possible actions the recipients, subrecipients, contractors and subcontractors must take.

10. Transparency of Foreign Connections

During the term of the Agreement, the CONTRACTOR must notify the City’s Purchasing Agent within fifteen (15) business days of learning of the following circumstances in relation to the CONTRACTOR or subcontractors:

1. The existence of any joint venture or subsidiary that is based in, funded by, or has a foreign affiliation with any foreign country of risk;

2. Any current or pending contractual or financial obligation or other agreement specific to a business arrangement, or joint venture-like arrangement with an enterprise owned by a country of risk or foreign entity based in a country of risk;

3. Any current or pending change in ownership structure of the CONTRACTOR or subcontractors that increases foreign ownership related to a country of risk;

4. Any current or pending venture capital or institutional investment by an entity that has a general partner or individual holding a leadership role in such entity who has a foreign affiliation with any foreign country of risk;

5. Any current or pending technology licensing or intellectual property sales to a foreign country of risk; and

6. Any current or pending foreign business entity, offshore entity, or entity outside the United States related to the CONTRACTOR or subcontractor.