# [Clause No.]{.underline} [Clause Title]{.underline} [Page]{.underline}

1\. Definitions 4

2\. Assignment of Subcontracts 4

3\. Disputes 4

4\. Counterintelligence 5

5\. Whistleblower Protection for Subcontractor Employees 5

6\. University\'s Right to Offset 6

7\. Environment, Safety, and Health - Work Planning and Execution 6

8\. Indemnification and Hold Harmless 6

9\. Control and Removal of Subcontractor Employees Working on Site 7

10\. Compliance with Laboratory Site Health and Safety Requirements 7

11\. Permits and Responsibilities and Laws, Regulations and DOE

Directives 7

12\. Insurance -- Fixed-Price Subcontracts 7

13\. On-Site Use of Radioactive Devices 8

14\. Liability for Fines and Penalties 8

15\. Security Procedures 8

16\. Operations Security Program 10

17\. Certification Regarding Former University Employees 10

18\. Subcontractor's Superintendent 10

19\. Modification Proposals - Price Breakdown 10

20\. University Field Personnel and Inspection 10

21\. Construction Subcontract Special Tax Provision 10

22\. Work Forces - Work Periods 11

23\. Storm Water Pollution Prevention 11

24\. Subcontractor Performance Evaluation 12

25\. Charges for Training, Equipment, and Materials Supplied by the

University 12

26\. Damages for Delay 12

27\. Vehicular Access and Closing of Streets 12

28\. Use of Explosives 12

29\. Work-Site Bulletin Board 12

30\. Salvage, Recycling or Disposal of Waste Materials 13

31\. Testing 13

32\. Standards, Publications, and Other Authorities Incorporated by

> Reference 13

33\. Performance and Payment Bonds and Additional Bond Security 13

34\. Pre-design and Pre-construction Conferences 14

35\. Responsibility for Architect-Engineer Services 14

36\. Payments Under Fixed-Price Design-Build Subcontracts 14

37\. Specifications and Drawings 16

38\. Drawings and Other Data to Become Property of Government 16

39\. Preference for Local Firms in Subcontracting 16

40\. Unclassified Controlled Nuclear Information 16

41\. Responsibility for Technology Export Control 17

42\. Clauses Incorporated by Reference 17

1\. Davis-Bacon Act 17

2\. Withholding of Funds 17

3\. Payrolls and Basic Records 17

4\. Apprentices and Trainees 17

5\. Compliance with Copeland Act Requirements 17

6\. Subcontracts (Labor Standards) 17

7\. Contract Termination - Debarment 17

> 8\. Compliance with Davis-Bacon and Related Act Regulations 17

9\. Disputes Concerning Labor Standards 17

10\. Certification of Eligibility 17

11\. Approval of Wage Rates 17

12\. Prohibition of Segregated Facilities 17

13\. Equal Opportunity 17

14\. Hazardous Material Identification and Material Safety Data 17

15\. Pollution Prevention and Right-to-Know Information 17

> 16\. Buy American Act -- Construction Materials 17

17\. Restrictions on Certain Foreign Purchases 17

18\. Differing Site Conditions 17

19\. Site Investigation and Conditions 17

20\. Material and Workmanship 17

21\. Superintendence by the Contractor 17

22\. Other Contracts 17

> 23\. Protection of Existing Vegetation, Structures, Equipment,
>
> Utilities and Improvements 17
>
> 24\. Operations and Storage Areas 17
>
> 25\. Use and Possession Prior to Completion 17
>
> 26\. Cleaning Up 17
>
> 27\. Availability and Use of Utility Services 17
>
> 28\. Suspension of Work 17
>
> 29\. Changes 17
>
> 30\. Subcontracts for Commercial Items 17
>
> 31\. Government Property (Fixed-Price Contracts) 17
>
> 32\. Inspection of Construction 17
>
> 33\. Warranty of Construction 17
>
> 34\. Preference for Privately Owned U.S.-Flag Commercial Vessels 17
>
> 35\. Termination for Convenience of the Government (Fixed-Price)
>
> (Short Form) 17
>
> 36\. Default (Fixed-Price Construction) 18
>
> 37\. Security 18
>
> 38\. Priorities and Allocations (Domestic Energy Supplies) 18
>
> 39\. Nuclear Hazards Indemnity Agreement 18
>
> 40\. Affirmative Action Compliance Requirements for Construction 18
>
> 41\. Affirmative Action for Workers with Disabilities 18
>
> 42\. Equal Opportunity for Special Disabled Veterans, Veterans of
>
> the Vietnam Era, and Other Eligible Veterans 18
>
> 43\. Employment Reports on Special Disabled Veterans, Veterans
>
> of the Vietnam Era, and Other Eligible Veterans 18
>
> 44\. Authorization and Consent 18
>
> 45\. Alternative Payment Protections 18
>
> 46\. Notice and Assistance Regarding Patent and Copyright
>
> Infringement 18
>
> 47\. Restrictions on Subcontractor Sales to the Government 18
>
> 48\. Anti-Kickback Procedures 18
>
> 49\. Price or Fee Adjustment for Illegal or Improper Activity 18
>
> 50\. Limitation on Payments to Influence Certain Federal
>
> Transactions 18
>
> 51\. Audit and Records - Negotiation 18
>
> 52\. Price Reduction for Defective Cost or Pricing Data -
>
> Modifications 18
>
> 53\. Subcontractor Cost or Pricing Data - Modifications 18
>
> 54\. Utilization of Small Business Concerns 18
>
> 55\. Patent Indemnity - Construction 18
>
> 56\. Rights in Data - Special Works 18
>
> 57\. Additional Bond Security 18
>
> 58\. Prospective Subcontractor Requests for Bonds 18
>
> 59\. Performance and Payment Bonds 18
>
> 60\. Federal, State, and Local Taxes 18
>
> 61\. Bankruptcy 18
>
> 62\. Subcontracts 18
>
> 63\. Preference for U.S.-Flag Air Carriers 18
>
> 64\. Value Engineering - Construction 18
>
> 65\. Accounts, Records, and Inspection 18
>
> 66\. Displaced Employee Hiring Preference 18
>
> 67\. Workforce Restructuring Under Section 3161 of the National
>
> Defense Authorization Act for Fiscal Year 1993 18
>
> 68\. Price Reduction for Defective Cost or Pricing Data 18
>
> 69\. Subcontractor Cost or Pricing Data 18
>
> 70\. Small Business Subcontracting Plan 18
>
> 71\. Buy American Act - Construction Materials Under Trade
>
> Agreements 18

43\. Special Radiological Conditions 18

# 1. Definitions, LANL 101 (Jun 2002)

As used in this subcontract, the following terms have the meanings
stated:

(a) *"Contract Administrator"* means the representative of the
    University authorized to address contractual issues and execute and
    administer University subcontracts at the Laboratory.

(b) "*Contracting Officer"* or *"DOE Contracting Officer"* means the
    representative of DOE with authority to enter into, administer, and
    terminate DOE contracts and make related determinations and findings
    and includes certain authorized representatives of the Contracting
    Officer acting within the limits of their authority as delegated by
    the Contracting Officer.

(c) "*DEAR"* means the DOE Acquisition Regulation at 48 CFR Parts 901 to
    970.

(d) "*DOE"* means the United States Department of Energy.

(e) "*FAR"* means the Federal Acquisition Regulation at 48 CFR Chapter
    1.

(f) "*Government"* means the United States of America.

(g) "*Head of Agency"* means the Secretary, Deputy Secretary, or Under
    Secretary of DOE and the Administrator of NNSA.

(h) "*Laboratory"* or *"LANL"* means the Los Alamos National Laboratory,
    a federally funded research and development center owned by DOE.

(i) "*NNSA"* means the National Nuclear Security Administration.

(j) "*University"* means The Regents of the University of California, a
    constitutional corporation of the State of California, which
    operates the Laboratory for DOE pursuant to Contract No.
    W-7405-ENG-36.

(k) "*Days"* means calendar days unless otherwise provided.

# 

# 2. Assignment of Subcontracts, LANL 102 (Jun 2002)

The University may assign this subcontract to the Government or its
designee. Except as to the assignment of payments due, the Subcontractor
shall have no right to assign or mortgage the subcontract or any part of
it without the prior written approval of the Contract Administrator.

**3. Disputes,** LANL 103 (Jun 2002)

(a) *Definitions.* For purposes of this clause:

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1)  "*Board*" means the DOE Board of Contract Appeals.

2)  "*Arbitration decision*" means a decision of the Board in an
    arbitration pursuant to this clause.

3)  "*Claim*" means a written demand or written assertion by either
    contracting party seeking as a matter of right, the payment of money
    in a sum certain, the adjustment or interpretation of a contract
    term, or other relief arising under or relating to this subcontract.
    A voucher, invoice, or other request for payment or equitable
    adjustment under the terms of the subcontract, that is not in
    dispute when submitted, is not a claim. The Subcontractor may
    convert such submission into a claim if it is disputed either as to
    liability or amount, or is not acted upon in a reasonable time, by
    demanding a decision by the Contract Administrator.

4)  "*Counterclaim*" means a claim asserted in a pleading filed with the
    Board in an arbitration proceeding pursuant to this clause which
    arises from the same occurrence or transaction that is the subject
    matter of the opposing party's claim. Counterclaims do not need to
    be submitted to the Contract Administrator for decision.

5)  "*Rules of the Board*" means the Board's rules promulgated at 10 CFR
    Part 1023.

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(b) *Nature of the Subcontract.* This subcontract is not a Government
    contract and, therefore, is not subject to the Contract Disputes Act
    of 1978 (41 U.S.C. §§601-613). The Subcontractor acknowledges that
    DOE is not a party to the subcontract and, for purposes of the
    subcontract, the University is not an agent of DOE. Consequently,
    the provision for arbitration by the Board, as provided for in this
    clause, does not create or imply the existence of privity of
    contract between the Subcontractor and DOE.

(c) *Scope of Clause.* The rights and procedures set forth in this
    clause are the exclusive rights and procedures for resolution of all
    claims and disputes arising under, or relating to, this subcontract,
    and no action based upon any claim or dispute arising under, or
    relating to, this subcontract shall be brought in any court except
    as provided in this clause. The parties shall be bound by any
    arbitration decision rendered pursuant to this clause, which shall
    be vacated, modified, or corrected only as provided in the Federal
    Arbitration Act (9 U.S.C. §§1-16). An arbitration decision may be
    enforced in any court of competent jurisdiction in the State of New
    Mexico.

\(d\) *Filing a Claim/Contract Administrator's Decision.*

1)  Unless otherwise provided in this subcontract, the Subcontractor
    must file any claim against the University within 60 calendar days
    after the Subcontractor knew or should have known the facts giving
    rise to the claim. Failure to file a claim within the period
    prescribed by this paragraph shall constitute a waiver of the
    Subcontractor's right, if any, to an equitable adjustment under the
    subcontract.

2)  The Subcontractor shall submit any claim in writing to the Contract
    Administrator who shall issue a decision on the matter within 60
    calendar days of receipt of the claim. If the Contract Administrator
    fails to issue a decision within 60 days, the Subcontractor may
    request mediation or demand for arbitration as provided in
    paragraphs (e) and (f) of this clause.

3)  The University may, at any time prior to final payment under the
    subcontract or expiration of any warranty period, whichever is
    later, file a claim against the Subcontractor by issuing a written
    decision by the Contract Administrator asserting such a claim.

4)  The decision of the Contract Administrator shall be final and
    conclusive unless the Subcontractor requests mediation or demands
    arbitration in accordance with the terms of this clause.

\(e\) *Request for Mediation.*

1)  If the decision of the Contract Administrator is not satisfactory to
    the Subcontractor and the Subcontractor desires to pursue further
    action, the Subcontractor may request that the matter be scheduled
    for mediation. The request for mediation must be made within 45
    calendar days after receipt of the Contract Administrator's
    decision.

2)  If the Contract Administrator believes that mediation of the dispute
    is likely to lead to a satisfactory resolution, he or she will so
    inform the Subcontractor and the matter will be scheduled for
    mediation. The parties will agree on the format of the mediation and
    will jointly select the mediator. The cost of the mediator and
    related expenses shall be divided evenly between the parties.

3)  If the Contract Administrator decides that mediation is not likely
    to lead to a satisfactory resolution of the claim, or that a
    mediation undertaken pursuant to this clause has been unsuccessful,
    he or she will so inform the Subcontractor in writing.

\(f\) *Demand for Arbitration.* If the decision of the Contract
Administrator is not satisfactory to the Subcontractor, or if the
Subcontractor's request for mediation has been denied, or a mediation
undertaken pursuant to paragraph (e) of this clause has been
unsuccessful, and the Subcontractor desires to pursue further action,
the Subcontractor must submit to the Board a written demand for
arbitration of the claim within 45 days after receipt of the Contract
Administrator's decision, or within 45 days after the Contract
Administrator notifies the Subcontractor that its request for mediation
has been denied or that the mediation undertaken pursuant to paragraph
(e) has been unsuccessful, whichever is later.

\(g\) *Arbitration Procedures/Costs.* The Board shall arbitrate the
claim and any counterclaims in accordance with the Rules of the Board.
All claims for \$100,000 or less shall be arbitrated under the Board's
Small Claims (Expedited) Procedure (Rule 13). All other claims,
regardless of dollar amount, shall be arbitrated under the Board's
Accelerated Procedure (Rule 14). Both parties shall be afforded an
opportunity to be heard and to present evidence in accordance with the
Rules of the Board. Unless the Board orders otherwise, each party shall
pay its own costs or prosecuting or defending an arbitration before the
Board.

\(h\) *Review of Arbitration Decision.* An arbitration decision shall be
final and conclusive unless a party files a timely action to vacate,
modify, or correct the decision pursuant to the Federal Arbitration Act.

\(i\) *Subcontractor Performance Pending Claim Resolution.* The
Subcontractor shall proceed diligently with performance of the
subcontract and shall comply with any decision of the Contract
Administrator pending final resolution of any claim or dispute arising
under, or relating to, the subcontract.

\(j\) *Choice of Law.* The subcontract shall be governed by federal law
as provided in this paragraph. Irrespective of the place of award,
execution, or performance, the subcontract shall be construed and
interpreted, and its validity determined, according to the federal
common law of government contracts as enunciated and applied to prime
government contracts by the federal boards of contract appeals and
federal courts having appellate jurisdiction over their decisions
rendered pursuant to the Contract Disputes Act of 1978. The Federal
Arbitration Act, other federal statutes, and federal rules shall govern
as applicable.

(k) *Interest.* Interest on amounts adjudicated due and unpaid by a
    party shall be paid from the date the complaining party files a
    demand for arbitration with the Board. Interest on claims shall be
    paid at the rate established by the Secretary of the Treasury of the
    United States pursuant to Public Law 92-41 (85 Stat. 97).

**4. Counterintelligence,** LANL 104 (June 2002)

\(a\) The Subcontractor shall take all reasonable precautions in the
work under the Subcontract to protect DOE programs, facilities,
technology, personnel, unclassified sensitive information, and
classified matter from foreign intelligence threats and activities
conducted for governmental or industrial purposes, in accordance with
DOE Order 5670.3, Counterintelligence Program; Executive Order 12333,
U.S. Intelligence Activities; and other pertinent national and DOE
Counterintelligence requirements. Copies of, or information relating to,
DOE Counterintelligence Orders and requirements may be obtained from the
Contract Administrator.

\(b\) The Subcontractor shall require its employees to report to the
Contract Administrator any instance in which the employee is targeted by
an intelligence service or agency or becomes aware if suspicious
activity related to requests for information or any other activity which
touches on counterintelligence concerns. The Subcontractor shall
cooperate with the University regarding such matters and shall also
comply with the directions of the Contract Administrator regarding
briefings and debriefings of the Subcontractor's employees traveling to
foreign countries and interacting with foreign nationals.

**5. Whistleblower Protection for Subcontractor Employees,** LANL 105
(Mar 2003)

\(a\) This subcontract makes the Subcontractor subject to the
regulations at 10 CFR Part 708, DOE contractor Employee Protection
Program. The Subcontractor shall inform its employees engaged in the
subcontract work about these regulations by posting a notice at
conspicuous places at the subcontract work site which notice shall
include the following address where complaints may be filed:

Attention: Whistleblower Protection Officer

> United States Department of Energy NNSA

Los Alamos Site Office

528 35^th^ Street

Los Alamos, New Mexico 87544

\(b\) The Subcontractor shall include the substance of this clause,
including this paragraph (b), in all lower-tier subcontracts entered
into pursuant to the subcontract, except for subcontracts for commercial
items and components, which are not for commercial services.

6\. University's Right to Offset, LANL 106 (June 2002)

The University may collect any amount determined by the Contract
Administrator to be owed to the University by offsetting the amount
against any payment due to the Subcontractor under any subcontract it
has with the University issued pursuant the University's contract with
DOE for management and operation of LANL. Any challenge to the amount of
an offset under this clause shall be resolved under the Disputes clause
of this Subcontract.

**7. Environment, Safety, and Health\--Work Planning and Execution,**
LANL 301 (Dec 2003)

(a) For purposes of this clause, the term "employee" includes
    subcontractor employees at any tier.

(b) The Subcontractor shall perform the subcontract work safely, in a
    manner that ensures adequate protection for employees, the public,
    and the environment. The Subcontractor shall exercise a degree of
    care commensurate with the work and the associated hazards. The
    Subcontractor shall ensure that management of environmental, safety,
    and health (ES&H) functions and activities are an integral and
    visible part of the Subcontractor's work planning and execution
    processes. The Subcontractor shall, in the performance of the work,
    ensure that:

1\) Line management is responsible for the protection of employees, the
public, and the environment. Line management includes those employees,
at whatever tier, managing and supervising the work.

2\) Clear and unambiguous lines of authority and responsibility for ES&H
matters are established and maintained.

3\) Employees possess the experience, knowledge, skills, and abilities
that are necessary to discharge their responsibilities.

4\) Resources are effectively allocated to address ES&H considerations
and ES&H issues are given priority.

5\) Before work is performed, the associated hazards are evaluated and
ES&H standards and requirements are established for the work, which if
properly implemented, provide adequate protection for employees, the
public, and the environment.

6\) Administrative and engineering controls to prevent injury to
employees and harm to the environment are tailored to the hazards of the
work being performed.

\(c\) In order to accomplish the requirement of paragraph (b) above, the
Subcontractor shall have in place safety management procedures which
assure that

1)  before work is performed, the scope of the work is defined; hazards
    associated with the work are identified and analyzed; and hazard
    controls are developed and implemented; and

2)  during performance, the work is carried out within the controls
    developed and feedback on the adequacy of the controls is provided
    to improve overall safety management.

\(d\) The Subcontractor shall comply with ES&H requirements of all
applicable laws and regulations and with DOE Directives and other
requirements which are identified in the subcontract. The Subcontractor
shall cooperate with federal and state agencies having jurisdiction over
ES&H matters under the subcontract.

\(e\) The Subcontractor shall promptly evaluate and resolve any
noncompliance with applicable ES&H requirements. If the Subcontractor
fails to provide resolution or if, at any time, the Subcontractor's acts
or failure to act causes substantial harm or an imminent danger to the
environment or health and safety of employees or the public, the
Contract Administrator may issue an order stopping work in whole or in
part. Any stop work order issued by the Contract Administrator under
this clause (or issued by the Subcontractor to a lower-tier
subcontractor) shall be without prejudice to any other legal or
contractual rights of the University. In the event that the Contract
Administrator issues a stop work order, an order authorizing the
resumption of the work may be issued at the discretion of the Contract
Administrator. The Subcontractor shall not be entitled to an extension
of time or additional fee, costs, or damages by reason of, or in
connection with, any work stoppage ordered in accordance with this
clause.

\(f\) Regardless of the performer of the work, the Subcontractor is
responsible for compliance with ES&H requirements applicable to the
work.

\(g\) The Subcontractor shall include a clause substantially the same as
this clause in subcontracts under the subcontract for work on site. The
Subcontractor is responsible for flowing down to its subcontractors any
other requirements of the subcontract related to ES&H matters to the
extent necessary to ensure subcontractors' compliance with such
requirements.

**8. Indemnification and Hold Harmless,** LANL 302 (Jun 2002)

(a) The Subcontractor shall indemnify the University, the Government,
    and their agents and employees and shall hold them harmless from all
    claims and demands arising out of the Subcontractor's, or any of its
    lower-tier subcontractors' performance of the subcontract, to which
    the University, the Government, or their agents or employees may be
    subject by reason of any act, action, neglect, or omission on the
    part of the Subcontractor, any of its lower-tier subcontractors, or
    their respective officers, agents, or employees; provided, however,
    where such claims and demands result from the negligence or willful
    misconduct of the University or its other subcontractors, or their
    respective employees, the Subcontractor's liability for such claims
    and demands shall be in proportion to its and its lower-tier
    subcontractors' share of fault in the events giving rise to the
    claim or demand.

(b) The Subcontractor shall promptly notify the University in writing of
    any claim or demand related to performance of the subcontract that
    the Subcontractor becomes aware of. The Subcontractor shall
    cooperate with the University in the defense of claims and demands
    described in this clause.

**9. Control and Removal of Subcontractor Employees Working on Site,**
LANL 303 (Oct 2003)

(a) The Subcontractor shall be responsible for maintaining satisfactory
    standards of employee competency, conduct, integrity, and compliance
    with subcontract requirements including site-specific requirements.
    Should the Contract Administrator determine that an employee of the
    Subcontractor or its lower-tier subcontractors fails to meet any of
    these standards, the Subcontractor shall immediately remove such
    person from the work site, and that person shall not again, without
    written permission of the Contract Administrator, be allowed back on
    the work site.

(b) The University, in its sole discretion, may temporarily or
    permanently bar from the work site and any location at the
    Laboratory any employee of the Subcontractor or its lower-tier
    subcontractors who does not work in a safe manner, as demonstrated
    either by repeated violations or a single serious violation of
    safety requirements applicable to the subcontract work.

\(c\) The Subcontractor will not be compensated for any costs resulting
from its removal of employees from the work site or from the University
barring an employee form the work site and the Laboratory.

\(d\) The Subcontractor shall include this clause, including this
paragraph (d) in all lower-tier subcontracts which require work to be
performed at LANL.

## 10. Compliance with Laboratory Site Health and Safety Requirements, LANL 304 (Oct 2003)

(a) The Subcontractor shall comply and shall be responsible for the
    compliance of its lower-tier subcontractors with all DOE and
    Laboratory health and safety requirements, including reporting
    requirements, and with the regulations and standards of the
    Occupational Safety and Health Administration (OSHA) which are
    identified in the subcontract.

(b) If requested by the Contract Administrator, the Subcontractor shall
    submit a safety management program and implementation plan to the
    Contract Administrator for review and approval. Such program and
    plan, if required, shall be submitted within 25 days of the
    effective date of the subcontract.

(c) Failure of the Subcontractor to comply with the health and safety
    requirements identified in this clause and other clauses of the
    Subcontract or with any corrective action directed by the Contract
    Administrator to achieve compliance with such requirements shall be
    cause for the Contract Administrator, in his/her sole discretion, to
    suspend work under the General Provision entitled *Environment,
    Safety, and Health---Work Planning and Execution,* or to terminate
    the Subcontract for default under the General Provision entitled
    *Default.* A suspension of the subcontract work or a termination of
    the subcontract for failure to comply with health and safety
    requirements will be considered in determining whether the
    Subcontractor, or any of its lower-tier subcontractors whose actions
    led to the suspension or default termination, is a responsible
    bidder or offeror for any subsequent subcontract with the
    University.

**11. Permits and Responsibilities and Laws, Regulations, and DOE
Directives,** LANL 305 (Jun 2002)

(a) The Subcontractor shall, without additional expense to the
    University, be responsible for obtaining any necessary licenses and
    permits; for complying with any Federal, State, and local laws and
    regulations applicable to the performance of the work; and for the
    compliance of its lower-tier subcontractors with such laws and
    regulations.

(b) The Subcontractor shall be responsible for all damages to persons
    and property that occur as a result of the Subcontractor's fault or
    negligence, and for indemnifying the University and the Government
    against claims arising from such damage as described in the clause
    of this Subcontract entitled *Indemnification and Hold Harmless.*

(c) The Subcontractor shall be responsible for all materials delivered
    and work performed until completion and acceptance of the entire
    work, except for any completed unit of work which may have been
    accepted under the subcontract.

(d) The Subcontractor shall be responsible for compliance with the
    requirements of all DOE Directives, compliance with which is
    required by other provisions of these General Provisions, and with
    those DOE Directives, if any, which are listed in the Supplemental
    Provisions and made applicable to the subcontract. Copies of all
    such DOE Directives may be obtained from the Contract Administrator.

# 

**12. Insurance\--Fixed-Price Subcontracts,** LANL 306 (Oct 2004)

\(a\) The Subcontractor shall, at its own expense, provide and maintain
during the entire period of performance of the subcontract insurance in
amounts sufficient to cover the perils to which the Subcontractor is
exposed and to protect the University's and the Government's interests,
but, in no event less than the kinds and minimum amounts of insurance
required by this clause. The Subcontractor's liability is not limited by
the kinds and minimum amounts of insurance required by this clause.

\(b\) Before commencing the subcontract work, the Subcontractor shall
provide the Contract Administrator a copy of certificates or policies of
insurance required by this clause. With the exception of the Workers\'
Compensation and Occupational Disease policy or policies and the
Employer\'s Liability policy, each policy shall name the University and
the Government as additional insureds and shall contain an endorsement
to the effect that any cancellation or any material change adversely
affecting the University's or the Government's interests shall not be
effective\--

\(1\) For such period as the laws of the State in which this subcontract
is to be performed prescribe; or

\(2\) Until 30 days after the insurer or the Subcontractor gives written
notice to the Contract Administrator, which ever period is longer.

(c) The Subcontractor shall insert the substance of this clause,
    including this paragraph (c), in lower-tier subcontracts under this
    subcontract which require work to be performed at LANL or which
    include the Cost Accounting Standards clause set out in FAR
    52.230-2. The Subcontractor shall maintain copies of all
    subcontractors' proofs of required insurance and shall provide
    copies to the Contract Administrator upon request.

\(d\) The following kinds and minimum coverage limits of insurance are
required:

\(1\) *Workers' Compensation and Occupational Disease* coverage as
required by Federal and State law;

\(2\) *Employer's Liability* insurance of at least \$100,000, except in
States with exclusive or monopolistic funds that do not permit workers'
compensation to be written by private carriers;

\(3\) *General Liability* insurance for bodily injury written on a
comprehensive form of policy of at least \$500,000 per occurrence;

\(4\) *Automobile Liability* insurance written on a comprehensive form
of policy providing for coverage of \$200,000 per person and \$500,000
per occurrence for bodily injury and of \$20,000 per occurrence for
property damage in connection with the operation of all automobiles used
in connection with subcontract performance.

\(e\) Paragraph (5) below applies if aircraft will be used in
subcontract performance.

\(5\) *Aircraft Public and Passenger Liability* insurance providing
coverage of at least \$200,000 per person and \$500,000 per occurrence
for bodily injury, other than passenger liability; and \$200,000 per
occurrence for property damage; and coverage of at least \$200,000
multiplied by the number of seats or passenger, whichever is greater,
for passenger bodily injury.

# 13. On-Site Use of Radioactive Devices, LANL 308 (Jun 2002)

No radioactive material may be used or stored at the work site unless
approved in advance in writing by the Contract Administrator.

14\. Liability for Fines and Penalties, LANL 309 (Jun 2002)

The Subcontractor shall be responsible, at no expense to the University,
for the payment of all fines, penalties, and other assessments imposed
as a result of the Subcontractor's performance of the subcontract work.
If the fine, penalty, or other assessment results in part from the
actions or failure to act of the University or its employees, the
University will be responsible for its *pro rata* share of such fine,
penalty, or assessment. If, for any reason, the University is required
to pay the fine, penalty, or other assessment for which the
Subcontractor is liable under this clause, the subcontract price shall
be reduced by the amount of such fine, penalty, or other assessment.

15\. Security Procedures, LANL 310 (Nov 2002)

(a) [Badges Required for Work on Site.]{.underline} All employees of the
    Subcontractor and its lower-tier subcontractors, who will be
    assigned to work on site at LANL, (for purposes of this clause,
    hereinafter called "Subcontract Workers") must obtain a badge issued
    by LANL. Badges will be Uncleared, L Cleared, or Q Cleared, as
    appropriate for the type of work and the location of work of the
    Subcontract Worker. Unless otherwise provided in this clause, the
    Subcontractor shall make requests for badges through the Contract
    Administrator or the Technical Representative, if any, for this
    subcontract.

(b) [Final Payment and Disposition of Badges.]{.underline} All badges
    issued by LANL are the property of the Government. The Subcontractor
    is responsible for all badges issued to Subcontract Workers for the
    subcontract. Whenever the work under the subcontract requires the
    issuance of badges of any kind, the Contract Administrator may
    withhold final payment to the Subcontractor until all such badges
    are returned or otherwise disposed of as described in this clause or
    as directed by the Contract Administrator.

(c) [Non-U.S. Citizens on the Work Site]{.underline}. The Subcontractor
    shall take effective measures to determine the citizenship of all
    Subcontract Workers and shall not permit persons who are not United
    States citizens to enter such sites except as provided in this
    clause. If the Subcontractor intends to employ non-U.S. citizens,
    the Subcontractor must comply with DOE and LANL Foreign Visits and
    Assignments procedures and obtain approval for such individuals to
    enter the work site pursuant to those procedures. Copies of the
    requirements and procedures associated with Foreign Visits and
    Assignments may be obtained from the Contract Administrator. There
    is no assurance the University will grant any particular request for
    access by a non-U.S. citizen pursuant to these procedures. The
    presence of non-U.S. citizens on the work site without appropriate
    approval could result in termination of the subcontract.

(d) [Name, Address, and Citizenship of Subcontract Workers.]{.underline}
    The Subcontractor shall provide, upon request by the Contract
    Administrator, the name of any Subcontract Worker together with the
    individual's address and citizenship.

(e) [Actions Affecting Security Fences.]{.underline} Whenever the
    subcontract specifications require any digging of holes under
    security fencing, cutting or removing of security fencing, altering
    of gates or otherwise providing access into security areas by means
    other than established access points, the Subcontractor shall carry
    out such actions only in the presence of a Protective Force Security
    Inspector and only after obtaining approval from the Contract
    Administrator 48 hours in advance. At the end of each work day, the
    Subcontractor shall repair, replace, or provide adequate barriers to
    preclude unauthorized entry into Security Areas through the holes
    dug or cuts in security fences or through modified gates or other
    alteration of the security perimeters. Such barriers shall be
    inspected and approved by the Contract Administrator. The
    Subcontractor shall make arrangements through the Contract
    Administrator to assure that a LANL Protective Force Security
    Inspector is on site to guard any temporary opening during the
    workday.

(f) [Persons and Personal Property Subject to Search.]{.underline} All
    persons, vehicles, parcels, etc., are subject to search when
    entering or leaving any posted Government property at LANL.

\(g\) [Access to Areas Requiring "L" or "Q" Clearances.]{.underline}

> 1\) Prior to commencing work, the Subcontractor shall meet with
> University security representatives to review security measures that
> apply to the subcontract work and Subcontract Workers.

2\) All Subcontract Workers must be U.S. citizens and must possess DOE
"L" or "Q" access authorizations or have been issued an "Escort
Required" badge and be escorted at all times while within the area by a
person possessing a DOE "Q" or "L"' access authorization.

3)  Escorts for entry of uncleared Subcontract Workers into security
    areas shall be arranged with the Contract Administrator. Payment for
    escort services shall be the responsibility of the Subcontractor.

4)  The number of escorts required for a given project shall be based on
    the number of uncleared personnel working within an area and the
    capability for visual contact with all uncleared personnel at all
    times by the escort or escorts. A general rule of thumb is that an
    escort can act as escort for a maximum of 4 or 5 people who require
    escorting.

5)  Vehicles driven by uncleared drivers delivering construction
    materials or other supplies will be permitted to enter Security
    Areas provided they have been issued an "Escort Required" badge and
    are under escort of personnel possessing "Q" or "L" access
    authorization as appropriate for the delivery site.

6)  Procedures and policies for Escort-Required Badges can be found in
    Security and Safeguards Division Notice 0088 at
    <http://lln.lanl.gov/notice/notice0088.pdf> The Contract
    Administrator will provide a hard copy of this Notice upon request
    by the Subcontractor.

\(h\) ["L" or "Q" Clearance Process and Badging.]{.underline}

> 1\) Prior to the issuance of an "L" or "Q" badges to Subcontract
> Worker, the Subcontractor shall have submitted and obtained a
> favorable Foreign Ownership, Control, or Influence (FOCI)
> determination.
>
> 2\) For each Subcontract Worker to be processed for an "L" or "Q"
> access authorization, the following information shall be provided:
>
> a\) Completed *Personnel Security Questionnaire* (Form SF-86), Parts I
> and II.
>
> b\) One *Security Acknowledgment* (DOE F-5631.18).
>
> c\) Two Fingerprint Cards (FD-258).
>
> d\) If the Subcontract Worker is a military veteran, one copy of
> *Separation from Military Service* (DD Form 214) or other acceptable
> evidence of military service.
>
> e\) *Authority for Release* *of Information* (DOE F5637.1).
>
> f\) Two *Fair Credit Release Act* forms
>
> g\) Other forms as required by DOE

3\) If a clearance is granted, the cleared Subcontract Worker shall
attend an indoctrination security lecture at the LANL Badge Office
before issuance of badge. Badges will be valid for the duration of the
Subcontract or the duration of employment, whichever is shorter.

4\) All personnel shall display security badges on their outer clothing
above the waistline while in Security Areas and shall remain within
their assigned work areas.

(i) [Time and Cost of Complying with Security Requirements.]{.underline}
    The requirements for securing eligible personnel and proper
    personnel security clearances for work within "L" and "Q" clearance
    areas and for complying with other security regulations and
    procedures shall not be considered cause for an extension of time
    for performance of the Subcontract work or for extra payments under
    the Subcontract. The cost of processing DOE "Q" or "L" access
    authorizations, however, will be borne by the Government.

\(j\) [Responsibility for Protection of Property.]{.underline}
Notwithstanding the fact that the subcontract work is being performed
within a DOE-posted area, a "Q" Cleared Area, or an "L" Cleared area,
the Subcontractor shall be responsible for protection of property
associated with the subcontract work.

\(k\) [Security Termination Process]{.underline}. The Subcontractor
shall conduct, or have conducted by its lower-tier subcontractors, for
each Subcontract Worker who has been issued a cleared badge, a Security
Termination Briefing, shall obtain a Security Termination Statement, DOE
Form 5631.29, and shall make the disposition of badges as indicated in
the figure below . Such actions shall be carried out within 2 working
days of an event described in the first column of the figure below.

+-----------------+----------------------------+-----------------------+
| # Event         | # Do Termination           | # Return These        |
|                 |                            |                       |
|                 | # Briefing & Submit        | # Badges              |
|                 |                            |                       |
|                 | # DOE Form 5631.29\*       |                       |
|                 |                            |                       |
|                 | # for                      |                       |
+-----------------+----------------------------+-----------------------+
| Terminate       | Individual                 | Individual's, whether |
|                 |                            | cleared or uncleared, |
| Employment      | Subcontract                | including expired     |
|                 |                            |                       |
|                 | Worker                     |                       |
+-----------------+----------------------------+-----------------------+
| Transfer        | Individual                 | Individual's, whether |
| Individual From |                            | cleared or uncleared, |
| Subcontract     | Subcontract                | including expired     |
|                 |                            |                       |
|                 | Worker                     |                       |
+-----------------+----------------------------+-----------------------+
| Clearance no    | All Subcontract Workers    | All cleared badges,   |
| longer required |                            | including expired     |
+-----------------+----------------------------+-----------------------+
| FOCI Approval   | All Subcontract Workers    | All cleared badges,   |
| Withdrawn       |                            | including expired     |
+-----------------+----------------------------+-----------------------+
| Subcontract     | All Subcontract Workers    | All badges, whether   |
| completed/      |                            | cleared or uncleared, |
|                 |                            | including expired     |
| Terminated      |                            |                       |
+-----------------+----------------------------+-----------------------+

\*DOE Form 5631.29 shall be submitted and all badges retrieved from
Subcontract Workers as described in the figure above shall be turned in
at the LANL Clearance Processing Office.

\(l\) [Lost or Stolen Badges]{.underline}. If a badge is lost, the
Subcontractor shall ensure that the individual badge holder comes to the
Badge Office and files a written affidavit of such, using a Notification
of Permanent Inactivation of Badge form (Laboratory Form 1672, or as
amended or superceded), in order to obtain a replacement badge. If a
badge is stolen, the individual badge holder must file Laboratory Form
1672 as above and also report the theft to the Contract Administrator.

**16. Operations Security** **Program,** LANL 311 (Jun 2002)

The Subcontractor shall implement and sustain a DOE Operations Security
(OPSEC) Program in accordance with the provisions of the LANL manual
entitled "Operations Security Program Guidance for LANL Subcontractors."
The Subcontractor may obtain copies of this manual from the Contract
Administrator.

**17. Certification Regarding Former University Employees,** LANL 315
(Oct 2004)

\(a\) University policy places restrictions and specific approval
requirements on University employees who retire under the University of
California Retirement System (UCRS) from returning to work at the
Laboratory. A copy of the current policy, which may be amended from
time-to-time, is available from the Contract Administrator. University
policy also prohibits University employees and employees of University
subcontractors under a Laboratory subcontract, who have been terminated
for cause or who have resigned in lieu of termination for cause, from
returning to work at the Laboratory for a period of seven years after
such termination or resignation. The phrase \"returning to work at the
Laboratory\" within the context of these policies includes work as a
subcontractor employee under this subcontract, and the term
\"subcontractor\" as used in this clause means subcontractor at any
tier.

\(b\) In order to assure that these policies are complied with, the
Subcontractor must, with respect to its employees who are assigned to
work at the Laboratory, certify that it has not hired to work at the
Laboratory any employees who are not eligible to work at the Laboratory
under the above-described policies. Such certification must be provided
in writing to the Contract Administrator before the start of work under
the subcontract and, thereafter, on a quarterly basis.

\(c\) In making this certification the Subcontractor may rely on
information provided by its applicants for employment or its employees.
The following information must be obtained in connection with the
certification: name of the Individual; whether the Individual is a
former employee of the University or of a University subcontractor under
a Laboratory subcontract, and if so, the date of separation; whether the
Individual is a member of UCRS; and whether the separation was the
result of retirement, termination, or resignation in lieu of
termination.

\(d\) The Subcontractor shall include this clause, including this
paragraph (d), in all lower-tier subcontracts awarded pursuant to this
subcontract for work to be performed at the Laboratory.

18\. Subcontractor's Superintendent, LANL 501 (Jun 2002)

\(a\) In accordance with the General Provision Clause entitled
*Superintendence by the Contractor,* the Subcontractor shall, within ten
days after subcontract award, submit to the Contract Administrator for
the University's approval, the name, résumé, and list of three
references for the proposed superintendent. Within fourteen days of
receipt of the information, the University shall approve or disapprove
the superintendent in writing. If the superintendent is disapproved by
the University, the Subcontractor shall submit the name, résumé, and
list of references for an alternate superintendent within fourteen days
after receipt of a notice that a previously proposed superintendent has
been disapproved.

\(b\) The Subcontractor's superintendent must be an employee of the
Subcontractor.

**19. Modification Proposals ‑ Price Breakdown,** LANL 502 (Jun 2002)

In connection with any proposal it makes for a subcontract modification,
the Subcontractor shall furnish a price breakdown itemized as required
by the Contract Administrator. Unless otherwise directed, the breakdown
shall be in sufficient detail to permit an analysis of all material,
labor, equipment, lower-tier subcontract costs and the Subcontractor's
overhead costs, as well as profit, and shall cover all work involved in
the modification, whether such work was deleted, added or changed. Any
amount for lower-tier subcontracts shall be supported by a similar price
breakdown. In addition, if the proposal includes a time extension, a
justification shall be furnished. The proposal, together with the price
breakdown and time extension justification, shall be furnished by such
date as may be specified by the Contract Administrator. Finally, the
proposal shall include costs and time, if any, arising from the
necessary, reasonable, and foreseeable effect the modification has on
unchanged work.

**20. University Field Personnel and Inspection,** LANL 503 (Jun 2002)

The work is subject to the general oversight of the Contract
Administrator and is subject to inspection by his or her duly appointed
inspectors to insure strict compliance with the terms of this
subcontract. No inspector is authorized to change any provision of the
Drawings and Specifications, nor shall the presence or absence of any
inspector relieve the Subcontractor from any requirements of this
subcontract. The designated Construction Inspector has the authority to
inspect the work for quality and compliance with the Drawings and
Specifications; establish lines, grades and controls for the work; and
to recommend changes to the Contract Administrator pursuant to the
General Provision entitled *Changes*. No interpretation of this
subcontract or direction shall be binding upon the University unless it
is in writing and signed by the Contract Administrator.

21\. Construction Subcontract Special Tax Provision, LANL 504 (Jun 2002)

(a) The New Mexico Gross Receipt Tax imposed upon and measured by the
    money received by the Subcontractor for performance of this
    subcontract is a tax included in the subcontract price under
    paragraph (b) of the General Provision entitled *Federal, State and*
    *Local Taxes*. The Subcontractor shall include allowance for any
    increase or decrease in the tax rate and shall not make a claim
    against the University for any increase or decrease during the
    subcontract period.

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(b) Notwithstanding paragraph (b) of the General Provision entitled
    *Federal, State and* *Local Taxes*, the subcontract price does not
    include any New Mexico Gross Receipts Tax levied upon or measured by
    property or services, or the value thereof, furnished by the
    University, under this subcontract. The Subcontractor agrees to
    notify the Contract Administrator promptly of the imposition on the
    Subcontractor by the New Mexico Taxation and Revenue Department of
    any tax described in the preceding sentence and to refrain from
    paying such tax unless authorized in writing by the Contract
    Administrator.

(c) The Subcontractor agrees to take any and all action directed by the
    Contract Administrator to resist the imposition of taxes described
    in paragraph (b) of this provision, including, but not limited to,
    the institution in the Subcontractor's name of appropriate
    administrative or judicial proceedings prescribed by the New Mexico
    Tax Administration Act.

(d) Provided the Subcontractor complies with all provisions of
    paragraphs (b) and (c) above and with the instructions of the
    Contract Administrator issued thereunder, the Subcontractor shall,
    in addition to the subcontract price, be reimbursed for the payment
    of taxes described in paragraph (b) plus all reasonable costs
    incurred by the Subcontractor as a result of compliance with such
    provisions and instructions, including but not limited to,
    penalties, interest, attorney's fees and other costs of legal
    proceedings.

22\. Work Forces ‑ Work Periods, LANL 505 (Jun 2002)

(a) The Subcontractor shall furnish sufficient forces, construction
    plant, and equipment, and shall work such hours, including night
    shifts, overtime operations, Sunday and holiday work as may be
    necessary, to insure the prosecution of the work in accordance with
    the approved progress schedule. Before commencing work, the
    Subcontractor shall furnish a program of shifts, hours, and days per
    week to be worked and the approximate number of persons per shift.
    The Subcontractor shall notify the Contract Administrator 48 hours
    in advance of any change to the program.

(b) If in the opinion of the Contract Administrator, the Subcontractor
    falls behind the progress schedule, the Subcontractor shall take
    such steps as may be necessary to improve its progress. The Contract
    Administrator may direct the Subcontractor to conduct overtime
    operations and to increase the number of employees or shifts or
    both, days of work, or the amount of construction plant, or all of
    them, and to submit for approval such supplementary schedules or
    schedules in chart form as may be deemed necessary to demonstrate
    the manner in which the agreed rate of progress will be regained.

(c) Failure of the Subcontractor to comply with the requirements of this
    provision shall be grounds for determination by the Contract
    Administrator that the Subcontractor is not prosecuting the work
    with such diligence as will insure completion of the Subcontract
    within the time specified. (See General Provision entitled *Default
    (Fixed‑Price* *Construction*.)

**23. Storm Water Pollution Prevention Plan,** LANL 506 (Dec 2003)

(a) The Subcontractor is required to comply with the requirements
    imposed by the National Pollutant Discharge Elimination System
    (NPDES) regulations (40 CFR 122.26) including but not limited to the
    requirements published in the Federal Register Vol. 63, No. 128,
    July 1998, "Reissuance of NFPDES General Permits for Storm Water
    Discharges From Construction Activities in Region 6; Notice", and
    successive regulations published on or before the date of this
    subcontract, as well as the requirements published in the Federal
    Register Vol. 64, No. 235, December 8, 1999, "40 CFR Parts 9, 122,
    123, and 124 National Pollutant Discharge Elimination System --
    Regulations for Revision of the Water Pollution Control Program
    Addressing Storm Water Discharges; Final Rule", effective March 10,
    2003 and successive regulations published on or before the date of
    this subcontract.

(b) The Subcontractor agrees to obtain an NPDES permit separate from the
    University and further agrees to require its lower-tier
    subcontractors with day-to-day operational control of subcontract
    activities to obtain a separate permit

\(c\) The Subcontractor shall submit its NOI to the Environmental
Protection Agency (EPA), with a copy to the Contract Administrator, at
least two days prior to the start of construction.

\(d\) The Subcontractor agrees to supply all requested information
identified in the Storm Water Pollution Prevention (SWPP) Plan template
provided in the bid documents within 14 days after award of the
subcontract in sufficient format and detail as may be required by the
Contract Administrator for completion of the SWPP Plan, which Plan shall
be certified by an appropriate official of the University and a
responsible corporate officer of the Subcontractor prior to the NOI
submittal. The Subcontractor agrees to continue to submit such
additional information to and to otherwise cooperate and work with the
University to maintain/modify the SWPP Plan throughout the duration of
this subcontract.

\(e\) The Subcontractor agrees to promptly correct deficiencies noted by
the University during SWPP Plan inspections.

\(f\) The Subcontractor agrees to provide the Contract Administrator,
within 30 days after award of the subcontract, a Schedule of
Implementation of the NPDES Permit, and with the approval of the
Contract Administrator shall begin implementation of the schedule.

\(g\) Within 10 days after final stabilization of the site, as
determined by the University Technical Representative, the Subcontractor
shall submit its Notice of Termination (NOT) to EPA. If the subcontract
is terminated before final stabilization of the site is achieved, the
Subcontractor shall submit its NOT to EPA. The University reserves the
right to take such action as it considers necessary which may include
taking over responsibility for final stabilization. The NOT must be
submitted prior to final payment under the subcontract.

\(h\) All temporary and permanent controls and measures specified by the
SWPP Plan and those which may later become necessary to comply with
NPDES regulations, shall be at the Subcontractor's expense, and shall be
included in the subcontract price.

\(i\) In the event that the Subcontractor fails to implement the
provisions of this clause or the NPDES Permit and SWPP Plan, the
University may take action as it deems necessary to assure compliance
with NPDES regulations. In this event, all such measures taken by the
University shall be at the Subcontractor's expense, and the cost thereof
shall be deducted from payments otherwise due the Subcontractor.

# 

24\. Subcontractor Performance Evaluation, LANL 508 (Jun 2002)

(a) The Subcontractor will be evaluated by the University periodically
    during the performance of the Subcontract in the areas of General
    Performance, Schedule Performance, Safety Performance, Security
    Performance and any other matters related to performance of the
    subcontract work, including the performance of lower-tier
    subcontractors. The Contract Administrator may prepare and provide
    to the Subcontractor a preliminary Subcontractor Periodic
    Performance Report on which the Subcontractor may comment. The
    Subcontractor's comments must be provided to the Contract
    Administrator within 15 days from the date of transmittal of the
    preliminary report to the Subcontractor. Upon receipt of any
    comments from the Subcontractor or the passage of 15 days without
    comments having been received, the Contract Administrator shall
    prepare a final Subcontractor Periodic Performance Report, if one
    has been initiated.

(b) Upon completion of the subcontract, the Contract Administrator shall
    prepare and provide to the Subcontractor a preliminary Final
    Subcontractor Performance Report based upon the periodic reports, if
    any, and other information developed during the course of
    performance. The Subcontractor may comment on this report by
    submitting its comments to the Contract Administrator within 15 days
    from the date of transmittal of the preliminary report to the
    Subcontractor. Upon receipt of any comments from the Subcontractor
    or the passage of 15 days without comments having been received, the
    Contract Administrator shall prepare the Final Subcontractor
    Performance Report for the Subcontractor's file.

(c) Subcontractor Performance Reports are among the types of information
    which are considered in determining a bidder's or offer's
    qualifications for work at LANL.

25\. Charges for Training, Equipment, and Materials Supplied by the
University, LANL 509 (Feb 2003)

If the Subcontractor does not possess some of the personnel training or
certification, equipment, materials, or other items it is required to
have or provide under the subcontract, the University in its discretion
may offer such items to the Subcontractor, subject to availability and
schedule. For any such items furnished by the University, the
Subcontractor shall reimburse the University's costs. This reimbursement
may be accomplished at the option of the University either by direct
check payment from the Subcontractor or by withholding such sums from
payment otherwise due the Subcontractor. Any such furnishing of training
or other items shall not be cause for any extension of time or increase
in subcontract price.

**26. Damages for Delay,** LANL 510 (Jun 2002)

(a) Unless the Schedule provides for the imposition of liquidated
    damages for delay, the Subcontractor shall be liable and shall pay
    for any actual damages suffered by the University or the Government
    for failure or refusal of the Subcontractor to complete the work
    within the time specified in the subcontract. The Subcontractor
    authorizes the University to withhold from any money due to the
    Subcontractor any actual damages suffered by the University or the
    Government for delay in the completion of work.

(b) Actual Damages will be assessed until the Contract Administrator
    determines that the subcontract is substantially complete.
    Substantial completion is defined as "when the work or designated
    portion thereof is sufficiently complete, in accordance with the
    Subcontract documents, so the University may occupy the work or
    designated portion thereof for the use for which it is intended."

**27. Vehicular Access and Closing of Streets,** LANL 511 (Jun 2002)

(a) When operations in connection with the subcontract work necessitate
    the closing of streets, removal of traffic signs or interference
    with normal traffic the Subcontractor shall arrange such activity in
    advance with the Contract Administrator and, when appropriate, the
    Los Alamos Police Department. In addition, the Subcontractor shall
    provide and maintain appropriate barricades, signs, markers, flares
    or other devices as may be required by the Police Department for
    traffic guidance and public safety. Barricades, traffic control
    devices and signs so provided shall meet the requirements sent forth
    in the current edition of the "Manual on Uniform Traffic Control
    Devices" (U.S. Department of Transportation).

(b) The Subcontractor shall maintain a minimum of one open traffic lane
    at all times during construction.

(c) The Subcontractor, upon completion of its work or when directed by
    the Contract Administrator, shall immediately replace (or relocate
    and install, as directed) all presently existing safety, security,
    utility and similar markers and signs affected by the construction.
    All damaged signs will be replaced by the University at the
    Subcontractor's expense.

**28. Use of Explosives,** LANL 512 (Jun 2002)

The use of explosives is not permitted, unless conditions for their use
and the Subcontractor's liability therefore are expressly stated in the
Specifications or unless such use is authorized in writing by the
Contract Administrator with express conditions concerning use and
liability.

**29. Work-Site Bulletin Board,** LANL 513 (Jun 2002)

The Subcontractor shall provide and maintain during the entire period
covered by this subcontract a weather-tight Bulletin Board approximately
3' high by 5' long. It shall be mounted in a conspicuous place, as
approved by the Contract Administrator, accessible to all employees of
the Subcontractor and lower-tier subcontractors. The bulletin board will
remain the property of the Subcontractor. All University posters and
notices, the Subcontract Davis-Bacon wage rate decision, Subcontractor
Safety Program, and any other publications required by this subcontract
to be posted or of interest to workers at the site shall be displayed.

30\. Salvage, Recycling or Disposal of Waste Materials, LANL 514 (Jul
2002)

(a) Salvaged materials, if any, shall be handled as provided in various
    sections of the Specifications of the subcontract.

(b) The Subcontractor shall remove and dispose of all scrap and waste
    materials from LANL at an appropriate off site facility at no
    additional cost to the University. Waste material includes brush,
    trees, rock, dirt, abandoned and removed concrete structures or
    broken concrete, removed building components, removed piping and
    other utilities, all other removed materials not specified as
    salvaged materials in various sections of the Specifications of the
    subcontract, and all surplus and waste materials brought to the site
    by the Subcontractor. In compliance with the Resource Conservation
    and Recovery Act, the Subcontractor is encouraged to find
    alternative uses for waste materials such as remanufacture into
    recycled products, or reuse for other legal non­‑waste purposes. In
    any event the Subcontractor shall recycle glass aluminum and
    cardboard unless exempted in writing by the Contract Administrator.
    Any salvage value from recycling or reuse of waste materials shall
    be considered to be included in the subcontract price.

\(c\) All materials removed from the site are to be handled and disposed
of in accordance with local, state and Federal regulations and any other
requirements identified to the Subcontractor by the Contract
Administrator. The Subcontractor shall provide to the University
Technical Representative a weekly truck activity report for every load
hauled. This report shall provide the following information:

-   Pick‑up location

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-   Approximate weight

-   Type material

-   Where dumped

-   Recycling or alternative uses

-   Date of pick‑up and delivery

\(d\) Burning of waste material is not permitted.

31\. Testing, LANL 515 (Jun 2002)

(a) Unless specifically stated to the contrary in the Specifications of
    the subcontract, all testing shall be performed and paid for by the
    Subcontractor. All such tests shall be made in the presence of the
    Contract Administrator. The Subcontractor shall notify the
    Contractor Administrator a minimum of 48 hours in advance of all
    testing. Should the Contract Administrator waive this right the
    Subcontractor shall provide three (3) certified copies of the test
    results upon completion of the tests made and the results thereof
    shall be furnished to the Contract Administrator as soon as possible
    after the tests are made.

(b) Tests to be performed at the University's expense will be performed
    by the University or an independent testing organization of the
    University's choice. If initial tests reveal that subcontract
    requirements have not been met, additional testing shall be
    performed at the Subcontractor's expense after equipment and
    facilities have been brought into compliance.

(c) The Subcontractor shall cooperate fully with the University and its
    testing organization. The Subcontractor shall provide personnel and
    special equipment to provide adjustments and start-up for the
    University selected testing organization.

(d) In addition to the foregoing, the Subcontractor shall perform any
    additional inspections and testing necessary to insure quality
    control of the work.

**32. Standards, Publications, and Other Authorities Incorporated By
Reference,** LANL 516 (Jun 2002)

Unless otherwise specifically provided, the current edition of each
publication, standard, or other authority incorporated by reference into
the Specifications shall govern. "Current edition" means that revision
in effect on the date of the solicitation. In the event of a discrepancy
or conflict between any such publications, standards or other
authorities incorporated by reference and any express provision of the
subcontract, the subcontract shall govern.

**33. Performance and Payment Bonds and Additional Bond Security,** LANL
517 (Nov 2003)

\(a\) Definition. As used in this clause, *subcontract price* means the
award price of the subcontract.

\(b\) Unless the subcontract price is \$100,000 or less, the
Subcontractor shall be required to furnish performance and payment bonds
to the Contract Administrator as follows:

> \(1\) *Performance Bonds (Standard Form 25):*
>
> \(i\) The penal amount of performance bonds shall be 100% of the
> subcontract price that is allocable to construction.
>
> \(ii\) If the subcontract price increases, the University may require
> additional performance bond protection, generally equal to 100% of the
> increase in construction costs.
>
> \(iii\) The University may secure additional protection by directing
> the Subcontractor to increase the penal amount of the existing bond or
> to obtain an additional bond.
>
> \(2\) *Payment Bonds (Standard Form 25-A):*
>
> \(i\) The penal amount of payment bonds shall equal---
>
> \(A\) 50% of a construction costs that is not more than \$1 million;
>
> \(B\) 40% of a construction costs that is more than \$1 million but is
> not more than \$5 million; or
>
> \(C\) \$2.5 million if the construction costs is more than \$5
> million.
>
> \(ii\) If the original subcontract price is \$5 million or less, the
> University may require additional protection if the subcontract price
> is increased. The penal amount of the total protection shall meet the
> requirement of paragraph (b)(2)(i) of this clause.
>
> \(iii\) The University may secure additional protection by directing
> the Subcontractor to increase the penal sum of the existing bond or to
> obtain an additional bond.

\(c\) The Subcontractor shall furnish all executed bonds, including any
necessary reinsurance agreements, to the Contract Administrator, within
the time period specified in the Bid Guarantee provision of the
solicitation, or otherwise specified by the Contract Administrator but
in any event before starting any construction-related work.

\(d\) The bonds shall be in the form of firm commitment, supported by
corporate sureties whose names appear on the list in Treasury Circular
570, individual sureties, or by other acceptable security such as postal
money order, certified check, cashier\'s check, irrevocable letter of
credit, or, in accord with Treasury Department regulations, certain
bonds or notes of the United States. Treasury Circular 570 is published
in the Federal Register, or may be obtained from the U.S. Department of
Treasury, Financial Management Service, Surety Bond Branch, 401 14th
Street, NW, 2nd Floor, West Wing, Washington, DC 20227.

\(e\) The Subcontractor shall promptly furnish additional security
required to protect the Government and University and persons supplying
labor or materials under this subcontract if---

> \(1\) Any surety upon any bond furnished with this subcontract becomes
> unacceptable to the University;
>
> \(2\) Any surety fails to furnish reports on its financial condition
> as required by the University; or
>
> \(3\) The subcontract price is increased so that the penal sum of any
> bond becomes inadequate in the opinion of the University.

### 34. Predesign and Preconstruction Conferences, LANL 518 (Nov 2003)

The Subcontractor shall attend predesign and preconstruction conferences
and will be notified as to date, time, and location of each conference,
any need for attendance by lower-tier subcontractors, and agenda
information.

### 35. Responsibility for Architect-Engineer Services, LANL 519 (Jul 2002)

\(a\) In performing architect-engineer services, the Subcontractor shall
comply with the specifications or other technical guidance furnished by
the University. The Subcontractor shall comply with the applicable
requirements for all facility designs with regard to any new facility,
facility addition, or alteration or facility lease undertaken pursuant
to this subcontract, including on‑site constructed buildings,
pre‑engineered buildings, and plan‑fabricated modular buildings.

\(b\) Under the Quality Assurance Program agreed to in negotiation of
this subcontract, the Subcontractor shall ensure the professional
quality, technical accuracy, and coordination of all designs, drawings,
specifications, and other architect-engineer services furnished by the
Subcontractor and shall, without additional compensation, correct or
revise any errors, omissions, or other deficiencies in such work.

\(c\) If the Subcontractor is comprised of more than one legal entity,
each such entity shall be jointly and severally liable hereunder.

\(d\) If the University or Government claims the Subcontractor is liable
to it under provisions above, the parties shall attempt in good faith to
resolve the claim. After a reasonable time and good-faith effort
expended at resolution, the University may elect to resolve the claim
under the *Disputes* clause.

(e**)** The University's review, approval or acceptance of, or payment
for, services under this subcontract shall not waive any rights under
this subcontract or of any cause of action arising out of the
performance of this subcontract, including rights or causes of action
arising under this clause.

\(f\) The rights and remedies of the University and the Government
provided for under this subcontract are in addition to any other rights
and remedies provided by law.

### 36. Payments Under Fixed-Price Design-Build Subcontracts, LANL 520 (Jul 2002)

\(a\) The University shall pay the Subcontractor the total subcontract
price as provided in this subcontract.

\(b\) As the work proceeds, progress payments shall be made in two
tracks: one track for the architect-engineer portion of the subcontract
work, and the other track for the construction portion of the work.

> \(1\) Architect-Engineer Work. In accord with payment provisions
> elsewhere in the subcontract, the University shall make payments for
> the architect-engineer portion of the subcontract work as follows:
>
> \(i\) Milestone Estimates. At the milestones (or monthly or such other
> intervals) for architect-engineer work set forth elsewhere in the
> subcontract, the Subcontractor shall make estimates of the amount and
> value of the architect-engineer work and services performed by the
> Subcontractor that the University approves as meeting the subcontract
> standards of quality. The Subcontractor shall submit such estimates,
> plus any supporting data required by the Contract Administrator, to
> the Contract Administrator for approval.
>
> \(ii\) Payments**.** At the milestones (or such other intervals) set
> forth elsewhere in the subcontract for payments for architect-engineer
> work, the Contract Administrator shall---conditioned on properly
> executed vouchers and approval by the Contract Administrator of the
> relevant, supporting estimates---make payments to the Subcontractor of
> 90 percent of the approved amount.
>
> \(2\) Construction Work. In accord with payment provisions in the
> subcontract Articles or the Supplemental Provisions of this
> subcontract, and as the work proceeds, the University shall make
> progress payments monthly (or more frequently as determined by the
> University) for the construction portion of the work, based on
> estimates of construction work accomplished that the University
> approves as meeting the subcontract standards of quality.
>
> \(i\) The Subcontractor\'s request for progress payments for
> construction work shall include the following substantiation:
>
> \(A\) Itemize the amounts requested, related to the various elements
> of work required by the subcontract covered by the payment requested.
>
> \(B\) List the amount included for work performed by each lower-tier
> subcontractor under the subcontract.
>
> \(C\) List the total amount of each lower-tier subcontract under the
> subcontract.
>
> \(D\) List the amounts previously paid to each such lower-tier
> subcontractor under the subcontract.
>
> \(E\) Give additional supporting data in a form and detail required by
> the University.
>
> \(ii\) In the preparation of estimates, the University may authorize
> material delivered on the site and preparatory work done to be taken
> into consideration. Material delivered to the Subcontractor at
> locations other than the site also may be taken into consideration
> if---
>
> \(A\) Consideration is specifically authorized by this subcontract;
> and
>
> \(B\) The Subcontractor furnishes satisfactory evidence that it has
> acquired title to such material and that the material will be used to
> perform this subcontract.
>
> \(iii\) Upon the Contract Administrator's approval of the estimate,
> payment upon properly executed vouchers shall be made as soon as
> practicable of 90 percent of the approved amount, less all previous
> payments.

\(c\) Relaxation or Release of Retainage. Except as limited by paragraph
(d) of this clause, for progress payments under either track---

> \(1\) The Contract Administrator in his sole discretion may make
> payment in full for any payment period for which he determines the
> existing reserve is adequate to protect the University and Government.
>
> \(2\) When the Contract Administrator determines that the relevant
> work is substantially complete and that the amount retained is in
> excess of the amount adequate for the protection of the University and
> Government, he in his sole discretion may release the excess amount to
> the Subcontractor.
>
> \(3\) On completion and final acceptance of each separate division of
> the subcontract for which the price is stated separately in the
> subcontract, payment in both tracks shall be made for the completed
> work without retention of a percentage.

\(d\) Limitation because of Undefinitized Work. Notwithstanding any
other provision in this subcontract, and specifically paragraph (c) of
this clause, progress payments under either track shall not exceed 80
percent on work accomplished on undefinitized subcontract actions. A
*subcontract action* is any action resulting in a subcontract, as
defined in FAR 2.1, including subcontract modifications for additional
supplies or services---but not subcontract modifications within the
scope of and under the terms of the subcontract, such as subcontract
modifications issued pursuant to the *Changes* clause, or funding and
other administrative changes.

(e) Subcontractor Certification. Along with each request for a progress
    payment, the Subcontractor shall furnish the following
    certification, or payment shall not be made:

*I hereby certify, to the best of my knowledge and belief, that---*

**(1)** The amounts requested are only for performance in accordance
with the specifications, terms, and conditions of the subcontract;

**(2)** Payments to lower-tier subcontractors and suppliers have been
made from previous subcontract payments; timely payments will be made
from the proceeds of the payment covered by this certification, in
accordance with lower-tier subcontract agreements and the requirements
of chapter 39 of Title 31, United States Code; and

**(3)** This request for progress payments includes no amount that the
Subcontractor intends to withhold or retain from a lower-tier
subcontractor or supplier under the terms and conditions of the
lower-tier subcontract.

*(Name) (Title) (Signature) (Date)*

\(f\) Refund of unearned amounts. If the Subcontractor, after making a
certified request for progress payments, discovers that a portion or all
of such request constitutes a payment for performance by the
Subcontractor that fails to conform to the specifications, terms, and
conditions of this subcontract (hereinafter referred to as the *unearned
amount*), the Subcontractor shall---

> \(1\) Notify the University of such performance deficiency; and

## (2) Be obligated to pay the University an amount (computed by the University in the manner provided in paragraph (j) of this clause) equal to interest on the unearned amount from the 8th day after the date of receipt of the unearned amount until---

> \(i\) The date the Subcontractor notifies the University that the
> deficiency has been corrected; or
>
> (ii**)** The date the Subcontractor reduces the amount of any
> subsequent certified request for progress payments by an amount equal
> to the unearned amount.

\(g\) Title, liability, and reservation of rights. All material and work
covered by progress payments made shall, at the time of payment, become
the sole property of the Government, but this shall not be construed as
**(1)** relieving the Subcontractor from the sole responsibility for all
material and work upon which payments have been made or the restoration
of any damaged work; or **(2)** waiving the right of the University to
require fulfillment of all of the terms of the subcontract.

\(h\) Reimbursement for bond premiums. In making these progress
payments, the University shall, upon request, reimburse the
Subcontractor for premiums paid for performance and payment bonds
(including coinsurance and reinsurance agreements) after the
Subcontractor has furnished evidence of full payment to the surety. The
retainage provisions in (c) of this clause shall not apply to that
portion of progress payments attributable to bond premiums.

\(i\) Final payment. As final subcontract payment or in settlement upon
subcontract termination, the University shall pay the total balance of
money due the Subcontractor under this subcontract, including retained
percentages after, and as a condition precedent, **(1)** completion and
acceptance of all work; **(2)** presentation of a properly executed
voucher; **(3)** presentation of release by the Subcontractor of all
claims against the Government and University arising under or by virtue
of this subcontract, other than claims specifically excepted by the
Subcontractor from operation of the release in amounts stated in the
release; and **(4)** presentation of releases---executed by such of the
Subcontractor's lower-tier subcontractors, suppliers, and consultants as
may be designated by the Subcontract Administrator---of all claims
against the Government and University arising under or by virtue of this
subcontract or their respective subsubcontract(s), other than claims
that the respective lower-tier subcontractor, supplier, or consultant
has specifically excepted from operation of the release in amounts
stated in the release. A release may also be required of the respective
assignee(s) if the Subcontractor\'s claim---or a lower-tier
subcontractor's claim---to amounts payable under this subcontract or the
respective lower-tier subcontract has been assigned under the
*Assignment of Claims Act of 1940* (31 U.S.C. §3727 and 41 U.S.C. §15).

\(j\) Interest computation on unearned amounts. The amount payable under
(f)(2) shall be **(1)** computed at the rate of average bond equivalent
rates of 91-day Treasury bills most recently auctioned prior to the date
the Subcontractor receives the unearned amount; and **(2)** deducted
from the next available payment to the Subcontractor.

### 37. Specifications and Drawings, LANL 521 (Jul 2002)

\(a\) University-Furnished Specifications and Supplemental Technical
Guidance. Except as indicated otherwise by the University, such as by
written conditions accompanying drawings or other information, this
provision (a) applies to the original specifications furnished by the
University to the Subcontractor and to any supplemental technical
guidance, including any design-build program document(s), furnished by
the University to the Subcontractor.

> \(1\) *Directed*, *required*, *ordered*, *designated*, *prescribed*,
> or words of like import refer to the *direction*, *requirement*,
> *order*, *designation*, or *prescription*, of the Contract
> Administrator, and similarly the words *approved*, *acceptable*,
> *satisfactory*, or words of like import mean *approved* by, or
> *acceptable* *to*, or *satisfactory* *to* the Contract Administrator,
> unless otherwise expressly stated.
>
> \(2\) *As shown*, *as indicated*, *as detailed*, or words of similar
> import, unless stated otherwise, refer to drawings (including
> sketches) originally accompanying or supplementing this subcontract.
> *Provided* means *provide complete in place*, that is *designed*,
> *furnished, and installed*.
>
> \(3\) In case of discrepancy in any University-furnished figures,
> drawings, or specifications---whether such discrepancy is internal to
> the set or as compared to other figures, drawings, or specifications
> furnished by the University or developed by the Subcontractor---the
> Subcontractor shall promptly submit the matter to the Contract
> Administrator, who shall promptly make a determination in writing. Any
> adjustment by the Subcontractor without such a determination shall be
> at the Subcontractor's own risk and expense.

\(b\) Subcontractor-Developed Drawings, etc.

> \(1\) Title and Use. Title to and use of all designs, drawings,
> specifications, notes, and other informational work developed in
> performance of this contract are governed by the clause entitled
> *Drawings and Other Data to Become Property of Government*.
>
> \(2\) Quality Assurance. In accordance with the Quality Assurance
> Program agreed to during negotiations of this subcontract, the
> Subcontractor shall coordinate all such drawings, specifications,
> notes, and other informational work developed in contract performance
> and review them for accuracy, completeness, and compliance with
> contract requirements. Delivery to the University of informational
> copies of such materials shall not relieve the Subcontractor from
> responsibility for any errors or omissions in such drawings, nor for
> complying with subcontract requirements, except as to variations
> described and approved in accordance with (b)(3) below.
>
> \(3\) Variations in Drawings. If drawings show variations from
> subcontract requirements, the Subcontractor shall describe such
> variations in writing, separate from the drawings, in a proposal to
> the Contract Administrator for contract modification. If the Contract
> Administrator approves any such variation, he shall issue an
> appropriate subcontract modification, except that, if the variation is
> minor or does not involve a change in price/fee or in time of
> performance, a modification need not be issued.
>
> \(4\) Project Record Drawings. Upon completing the subcontract work,
> the Subcontractor shall furnish complete project record drawings.
> These shall **(i)** show all changes and revisions made up to the time
> the elements, materials, equipment, etc. are completed and accepted;
> and **(ii)** be stamped or sealed by an architect or engineer who
> meets the licensing and registration requirements of this contract for
> rendering architect-engineer services.

\(c\) Work Site Copies. The Subcontractor shall keep on the construction
work site a copy of all designs, drawings, specifications, notes, and
other informational work pertaining to the subcontract. The
Subcontractor shall at all times give the Contract Administrator and DOE
access thereto.

\(d\) The Subcontractor shall insert this clause, including this
paragraph, in all subcontracts at every tier that require submittal or
use of designs, drawings, specifications, notes, or other informational
work.

### 38. Drawings and Other Data to Become Property of Government, LANL 522 (Jul 2002)

All designs, drawings, specifications, notes, and other informational
work developed in performance of this subcontract shall be and remain
the sole property of the Government. Without additional compensation to
the Subcontractor, the University and Government may duplicate,
disclose, and use on any other work, or in any manner or for any purpose
such informational work delivered under this contract. With respect
thereto, the Subcontractor shall not assert any rights or establish any
claim under the copyright or design patent laws. For three years after
project completion, the Subcontractor shall furnish and provide access,
on request of the University or Government, to all retained materials on
the project. Unless this subcontract provides otherwise, the
Subcontractor has the right to retain copies of all such materials
beyond such period.

# 39. Preference for Local Firms in Subcontracting, LANL 701 (Jun 2002)

The Subcontractor shall, with respect to lower-tier subcontracts issued
pursuant to this subcontract, utilize firms located in Northern New
Mexico to the maximum extent possible consistent with prudent business
practices and providing best value under the subcontract.

**40. Unclassified Controlled Nuclear Information,** LANL 702 (Jun 2002)

(a) Documents originated by the Subcontractor or furnished to the
    Subcontractor in connection with the Subcontract may contain
    Unclassified Controlled Nuclear Information, also referred to as
    UCNI, as defined in Section 148 of the Atomic Energy Act of 1954, as
    amended (42 U.S.C. §2168). The Subcontractor shall be responsible
    for protecting such information from unauthorized dissemination in
    accordance with DOE Regulations at 10 CFR Section 1017.17 and
    relevant DOE Directives. The Subcontractor may obtain copies of such
    DOE Directives from the Contract Administrator.

(b) Failure to comply with the requirements of Section 148 of the Atomic
    Energy Act of 1954 and the regulations at 10 CFR Section 1017.17 may
    result in the imposition of a civil penalty of up to \$100,000 for
    each violation.

**41. Responsibility for Technology Export Control,** LANL 704 (Jun
2002)

(a) The Subcontractor shall comply with all applicable United States
    export control laws and regulations, including the International
    Traffic in Arms Regulations (ITAR), 22 CFR Parts 120 through 130,
    and the Export Administration Regulations (EAR), 15 CFR Parts 730
    through 799, in the performance of this subcontract. In the absence
    of available license exemptions/exceptions, the Subcontractor shall
    be responsible for obtaining the appropriate licenses or other
    approvals, if required, for exports of hardware, technical data and
    software, or for the provision of technical assistance.

(b) The Subcontractor shall be responsible for obtaining export
    licenses, if required, before exporting or allowing access to
    export-controlled technical data or software to foreign nationals in
    the performance of this subcontract.

(c) The Subcontractor shall be responsible for all regulatory
    record-keeping requirements.

(d) The Subcontractor shall be responsible for ensuring that this
    clause, including this paragraph (d), is included in all appropriate
    lower-tier subcontracts.

**42. Clauses Incorporated By Reference,** LANL 107 (Apr 2004)

\(a\) The Federal Acquisition Regulation (FAR) and the DOE Acquisition
Regulation (DEAR) clauses listed below, which are codified in Chapters 1
and 9, respectively, of Title 48 of the Code of Federal Regulations,
are, as prescribed below, incorporated into the subcontract by this
reference as a part of these General Provisions with the same force and
effect as if they were given in full text. The full text of the clauses
may be accessed electronically at [http://www.arnet.gov/far]{.underline}
(FAR) and
[http://professionals.pr.doe.gov/ma5/ma-5web.nsf/?Open]{.underline}
(DEAR).

(b) The Subcontractor is bound by each of the FAR and DEAR clauses
    listed in this clause to the same extent that a prime contractor
    would be bound to the Government in a prime contract with the same
    clauses. The application of these clauses to the subcontract is
    governed solely by the provisions of this clause and not by guidance
    provided in the FAR and DEAR. As used in these clauses, and unless
    otherwise indicated with respect to a particular clause, the terms,
    "Contractor" and "contract," shall mean "Subcontractor" and
    "subcontract," except when the reference is to the "prime
    contractor" or the "prime contract;" the terms, "subcontractor" and
    "subcontract," shall mean "lower-tier subcontractor" and "lower-tier
    subcontract; the term, "Contracting Officer," shall mean the
    University's "Contract Administrator;" and the term, "Government,"
    shall mean the "University," except when the term is used in
    reference to Government property or to an authority, right, or
    action which is reserved exclusively to the Government.

\(c\) The following clauses apply to this subcontract regardless of the
amount of the subcontract price, unless otherwise noted:

1.  FAR 52.222-6, Davis-Bacon Act (Feb 1995)

2.  FAR 52.222-7, Withholding of Funds (Feb 1988)

3.  FAR 52.222-8, Payrolls and Basic Records (Feb 1988)

4.  FAR 52.222-9, Apprentices and Trainees (Feb 1988)

5.  FAR 52.222-10, Compliance with Copeland Act Requirements (Feb 1988)

6.  FAR 52.222-11, Subcontracts (Labor Standards) (Feb 1988)

7.  FAR 52.222-12, Contract Termination**\--**Debarment (Feb 1988)

8.  FAR 52.222-13, Compliance with Davis-Bacon and Related Act
    Regulations (Feb 1988)

9.  FAR 52.222-14, Disputes Concerning Labor Standards (Feb 1988)

10. FAR 52.222-15, Certification of Eligibility (Feb 1988)

11. FAR 52.222-16, Approval of Wage Rates (Feb 1988) (As used in this
    clause, "head of the contracting activity" means the "Contract
    Administrator.")

12. FAR 52.222-21, Prohibition of Segregated Facilities (Feb 1999)

13. FAR 52.222-26, Equal Opportunity (Apr 2002) (Paragraphs (b)(1)
    through (b)(11) only are applicable to this Subcontract.)

14. FAR 52.223-3, Hazardous Material Identification and Material Safety
    Data (Jan 1997) Alternate I (Jul 1995) (As used in this clause, the
    "Government" means the "University and the Government.")

15. FAR 52.223-5, Pollution Prevention and Right-to-Know Information
    (Aug 2003)

16. FAR 52.225-9, Buy American Act -- Construction Materials (Jun 2003)
    (This clause is applicable only if the subcontract price is less
    than \$6,725,000.)

17\. FAR 52.225-13, Restrictions on Certain Foreign Purchases (Dec 2003)

18\. FAR 52.236-2, Differing Site Conditions (Apr 1984)

19\. FAR 52.236-3, Site Investigation and Conditions Affecting the Work
(April 1984)

20\. FAR 52.236-5, Material and Workmanship (Apr 1984)

21\. FAR 52.236-6, Superintendence by the Contractor (Apr 1984)

22\. FAR 52.236-8, Other Contracts (Apr 1984)

23\. FAR 52.236-9, Protection of Existing Vegetation, Structures,
Equipment, Utilities and Improvements (Apr 1984)

24\. FAR 52.236-10, Operations and Storage Areas (Apr 1984)

25\. FAR 52.236-11, Use and Possession Prior to Completion (Apr 1984)
(As used in this clause, the reference to the clause "Permits and
Responsibilities" refers to the clause "Permits and Responsibilities and
Laws, Regulations, and DOE Directives.")

26\. FAR 52.236-12, Cleaning Up (Apr 1984)

27\. FAR 52.236-14, Availability and Use of Utility Services (Apr 1984)

28\. FAR 52.242-14, Suspension of Work (Apr 1984)

29\. FAR 52.243-4, Changes (Aug 1987)

30\. FAR 52.244-6, Subcontracts for Commercial Items (May 2004)

31\. FAR 52.245-2, Government Property (Fixed-Price Contracts)(Dec 1989)

32\. FAR 52.246-12, Inspection of Construction (Aug 1996)

33\. FAR 52.246-21, Warranty of Construction (March 1994)(The reference
to the clause, "Inspection and Acceptance," refers to the clause in the
General Provisions entitled "Inspection of Construction."

34\. FAR 52.247-64, Preference for Privately Owned U.S.-Flag Commercial
Vessels (Apr 2003)

35\. FAR 52.249-1, Termination for Convenience of the Government
(Fixed-Price)(Short Form) (Apr 1984)

36\. FAR 52.249-10, Default (Fixed-Price Construction) (Apr 1984)

37\. DEAR 952.204-2, Security (May 2002)

38\. DEAR 952.211-71 Alt I, Priorities and Allocations (Domestic Energy
Supplies) (Jun 1996)

39\. DEAR 952.250, Nuclear Hazards Indemnity Agreement (Jun 1996)

\(d\) The following clauses apply only if the subcontract price is
\$10,000 or more.

40\. FAR 52.222-27, Affirmative Action Compliance Requirements for
Construction (Feb 1999)

41\. FAR 52.222-36, Affirmative Action for Workers with Disabilities
(Jun 1998)

\(e\) The following clauses apply only if the subcontract price is in
excess of \$25,000.

42\. FAR 52.222-35, Equal Opportunity for Special Disabled Veterans,
Veterans of the Vietnam Era, and Other Eligible Veterans (Dec 2001)

43\. FAR 52.222-37, Employment Reports on Special Disabled Veterans,
Veterans of the Vietnam Era, and Other Eligible Veterans (Dec 2001)

44\. FAR 52.227-1, Authorization and Consent (Jul 1995)

45\. FAR 52.228-13, Alternative Payment Protections (Jul 2000) (This
clause is not applicable if the Subcontract price exceeds \$100,000.)

46\. DEAR 970.5227-5, Notice and Assistance Regarding Patent and
Copyright Infringement (Dec 2000)

\(f\) The following clauses apply only if the subcontract price is in
excess of \$100,000.

47\. FAR 52.203-6, Restrictions on Subcontractor Sales to the Government
(Jul 1995)

48\. FAR 52.203-7, Anti-Kickback Procedures (Jul 1995) (Paragraph (c)(1)
is deleted and does not apply to this Subcontract.)

49\. FAR 52.203-10, Price or Fee Adjustment for Illegal or Improper
Activity (Jan 1997) (In paragraph (d) only of this clause, the term
"Government" means "Government or University.")

50\. FAR 52.203-12, Limitation on Payments to Influence Certain Federal
Transactions (June 1997)

51\. FAR 52.215-2, Audit and Records --Negotiation

(June 1999)

52\. FAR 52.215-11, Price Reduction for Defective Cost or Pricing Data
-- Modifications (Oct 1997)

53\. FAR 52.215-13, Subcontractor Cost or Pricing Data -- Modifications
(Oct 1997)

54\. FAR 52.219-8, Utilization of Small Business Concerns (May 2004)

55\. FAR 52.227-4, Patent Indemnity---Construction Contracts (April
1984)

56\. FAR 52.227-17, Rights in Data---Special Works (June 1987)

57\. FAR 52.228-2, Additional Bond Security (Oct 1997)

58\. FAR 52.228-12, Prospective Subcontractor Requests for Bonds (Oct
1995)

59\. FAR 52.228-15, Performance and Payment Bonds -- Construction (Jul
2000)

60\. FAR 52.229-3, Federal, State, and Local Taxes (Apr 2003)

61\. FAR 52.242-13, Bankruptcy (Jul 1995)

62\. FAR 52.244-2, Subcontracts (Aug 1998) (Paragraphs (e) and (k) of
this clause are deleted and do not apply to this Subcontract.)

63\. FAR 52.247-63, Preference for U.S.-Flag Air Carriers (Jun 2003)

64\. FAR 52.248-3, Value Engineering -- Construction (Feb 2000)

65\. DEAR 970.5223-3, Accounts, Records, and Inspection (Dec 2000)
(Delete paragraph (i) which is not applicable to this Subcontract.
Delete also the following words in paragraphs (b) and (d) respectively:
"in accordance with the provisions of Section I Clause, Access to and
Ownership of Records" and "including the provisions of Section I Clause,
Access to and Ownership of Records.")

\(g\) The following clauses apply only if the subcontract price is in
excess of \$500,000.

66\. DEAR 952.226-74, Displaced Employee Hiring Preference (Jun 1997)

67\. DEAR 970.5226-2, Workforce Restructuring Under Section 3161 of the
National Defense Authorization Act for Fiscal Year 1993 (Dec 2000)

\(h\) The following clauses apply in place of clause nos. 52 and 53 if
both the subcontract price is in excess of \$550,000 and the
Subcontractor was required to submit Cost or Pricing Data (as defined in
FAR 2.101).

68\. FAR 52.215-10, Price Reduction for Defective Cost or Pricing Data
(Oct 1997)

69\. FAR 52.215-12, Subcontractor Cost or Pricing Data (Oct 1997)

\(i\) The following clause applies if the subcontract price is in excess
of \$1,000,000 and the Subcontractor is not a small business.

70\. FAR 52.219-9, Small Business Subcontracting Plan (Jan 2002)
Alternate II (Oct 2001)

\(j\) The following clause applies only if the subcontract price is
\$6,725,000 or more.

71\. FAR 52.225-11, Buy American Act -- Construction Materials Under
Trade Agreements (Jul 2002) Alternate I (Use this clause without its
Alternate I if the subcontract price is in excess of \$7,611,532.)
(Exceptions to the requirements of paragraph (b)(2), if any, will be
listed in the Schedule of Articles rather than paragraph (b)(c) of this
clause.)

> **The following clause applies if subcontract work is in radiation
> control areas:**

43\. Special Radiological Conditions, LANL 312 (Sep 2004)

All work which is performed or scheduled to be performed by the
Subcontractor within a radiation control area shall be in accordance
with the provisions of this clause.

\(a\) [Compliance with Procedures]{.underline}

The Subcontractor shall ensure that all persons under its control comply
with the regulations and procedures pertaining to control of radiation
and/or contamination which are set out or provided for herein or in
other provisions of the subcontract.

\(b\) [Allowable Exposure Limits]{.underline}

\(1\) It is expected that each individual will be permitted to work in a
radiation control area a minimum of forty (40) hours during any seven
(7) consecutive days without exceeding the established permissible
limits of radiation as specified in DOE Order 5480.11. The Subcontractor
shall manage the work to insure the limit is not exceeded. The
Subcontractor shall be responsible for keeping records of each
employee's current radiation exposure status before assigning an
employee to work in a radiation control area and for controlling each of
its employees' exposure to ionizing radiation below1.5 rem per calendar
year.

\(2\) Individuals under 18 years of age shall be excluded from radiation
control areas.

In any case where the external exposure status of an individual becomes
uncertain, or when administrative controls have been exceeded due to an
unplanned amount of radiation dose, the individual(s) involved shall be
prohibited from further radiation work.

\(3\) All exposures to radiation shall be maintained as low as
reasonably achievable.

\(c\) [Modification of Requirements for Radiation Control
Areas]{.underline}

If the type or amount of radioactive material encountered is different
than expected, the University may modify or change subcontract
requirements pertaining to radiation exposure limits, boundaries,
permissible exposure rates, protective clothing, and exposure time of
personnel.

\(d\) [Suspension of Work]{.underline}

\(1\) The University may require suspension of all or part of the work
in progress if unfavorable radiation control practices or conditions are
detected, such as the following:

-   Potential of contamination resulting from excessive winds or
    uncovering of surface contamination.

-   Increase of working personnel dose rates above anticipated levels
    resulting from inadequate control of process control factors or
    other unanticipated problems beyond the control and without the
    fault or negligence of the Subcontractor.

-   Noncompliance with Radiation Controls/Procedures or potential of
    contamination resulting from poor work practices by the
    Subcontractor.

\(2\) Work will not be resumed until a satisfactory resolution is
determined by the Contract Administrator after consultation with the
Subcontractor and Laboratory radiation control representatives.

\(3\) If the conditions requiring such suspension of work are beyond the
control and without the fault or negligence of the Subcontractor and
such conditions cause an increase or decrease in the Subcontractor's
cost of or time required for performance of the work, an equitable
adjustment shall be made in accordance with the *Stop-Work Order* or
*Suspension of Work* clause of the subcontract.

\(e\) [Radiological Training and Medical Examination]{.underline}

\(1\) The Subcontractor shall require all persons under its control to
attend an orientation session prior to their initial entry into a
radiation control area. The Subcontractor shall require all personnel to
attend daily safety briefings (approximately 15 minutes) prior to start
of each day's work.

\(2\) The Subcontractor shall obtain a medical clearance for each
employee required to use a respirator prior to the employee\'s training
in the proper use of a respirator, prior to fitting the employee for a
respirator and prior to the employee\'s first entry into a radiation
control area when a respirator is required; and the Subcontractor shall
further obtain such follow up medical clearances as may be required by
the Contract Administrator. OSHA Respirator Medical Evaluation
Questionnaires are available from OSHA or from the Contract
Administrator.

\(3\) All time spent by Subcontractor's employees in orientation,
radiation training and medical examinations shall be at the expense of
the Subcontractor.

\(4\) The Subcontractor understands the significant time required to
perform necessary radiation protection steps for working in radiation
control areas. Examples of some of the time requirements follow:

-   Respirator fitting, approximately 2 hours per person.

-   Protective clothing and/or equipment donning, approximately 1 to 2
    hours per day.

-   Radiation protection orientation, up to 4 hours per session.

\(5\) All personnel working in radiation control areas where respiratory
protection is required, or may be required, and all personnel required
to be fitted for respiratory protection shall remove facial hair prior
to beginning work in the radiation control area or appearing for fitting
of the respiratory protection.

\(f\) [Control of Personnel Entering a Radiation Control
Area]{.underline}

\(1\) Unless otherwise directed by the University, the Subcontractor
shall not permit any person under its control to enter a radiation
control area unless a University representative is present to specify
the protective clothing and radiation instruments to be used, to provide
radiation monitoring services, and to provide any other necessary
service with respect to control of radiation and/or contamination.

\(2\) The Subcontractor shall have and maintain a daily log of all work
in a radiation control area. The log shall include a description of the
work item and the names of personnel assigned to each work item. The log
shall be made available to the Contractor Administrator upon request.
The Subcontractor shall provide the name, social security number and
previous radiation exposure history for each person prior to assignment
to work in a radiation control area.

\(g\) [Use of Protective Clothing, Respiratory Equipment, and
Dosimeters]{.underline}

\(1\) All persons working in or entering a radiation control area will
be required to wear protective clothing. Removal of outer personal
clothing may be required.

\(2\) Personal items normally worn and/or carried in clothing pockets
shall be removed prior to entering/working in the radiation control
area. These items include watches, rings, jewelry, keys, knives, etc.

\(3\) All persons will be required to carry, in the Laboratory
prescribed manner, dosimeters while within the radiation control area.
[Note]{.underline}: Dosimeters shall be exchanged on a [monthly
basis]{.underline}. The Subcontractor's shall ensure that its employees
cooperate with the University in the exchange of dosimeters and the
weekly gamma pencil dosimeter readings, if needed.

\(4\) The Contract Administrator will determine the requirements for and
provide all necessary protective clothing and equipment for proper
respiratory protection in a radiation control area.

\(h\) [Control of Personal Habits]{.underline}

The Subcontractor shall require all persons under its control to comply
with the regulations forbidding employees to eat, drink, smoke, or
perform any act involving the transfer of any item from the hands to the
body while within a Radiation Control Area. Personnel will be allowed to
smoke, drink, and use toilet facilities in a designated area only upon
the removal of the outer layer of protective clothing (if two layers of
protective clothing are required) and completion of a radiation survey
for possible contamination. Personnel will not be allowed to eat food of
any type within the Radiation Control Area. Food may be consumed outside
of the Radiation Control Area only after complete removal of
[ALL]{.underline} protective clothing and the completion of a radiation
survey for possible contamination.

\(j\) [Temporary Support Facilities]{.underline}

The Subcontractor shall locate its offices, latrines, lunchroom, and all
other facilities not essential for work within a radiation control area,
in areas designated or approved by the Contract Administrator outside of
the radiation control area.

\(j\) [Control of Personnel Leaving Radiation Control Area]{.underline}

The University will survey all persons leaving a radiation control area
for possible contamination. This survey will require approximately one
(1) to five (5) minutes per person per exit. The University will
periodically survey all subcontractor personnel for possible
contamination whether or not a radiation control area is established
within the Subcontractor's work area. Any decontamination services
required will be performed by the University. The Subcontractor shall
require all subcontractor personnel assigned to work in a radiation
control area to submit to bioassay sampling, or participate in necessary
tests, as directed by the Contract Administrator. Samples will be taken
and testing will be performed by the Laboratory. The bioassay programs
or tests may include, but not be limited to, urine samples, nose swipes,
and whole body count.

\(k\) [Decontamination of Individuals]{.underline}

Should contamination be detected on a person being surveyed, the
individual will be properly decontaminated. All decisions regarding
extent of contamination and control measures to be applied will be made
by the University.

\(l\) [Disposition of Contaminated Personal Property]{.underline}

\(1\) The Subcontractor agrees to submit to the University for survey
and decontamination, if necessary, and for destruction or other disposal
if the University should determine that decontamination is
impracticable, any equipment, tools, or other personal property brought
into the radiation control area by the Subcontractor, its employees, and
any lower-tier subcontractor and its employees.

\(2\) The necessary survey for detection of contamination will be
performed immediately prior to the removal of any property from a
radiation control area and may also be performed before the movement of
any such property from any location within LANL.

\(c\) An equitable adjustment, excluding profit, in the subcontract
price will be made for all work performed by the Subcontractor, at the
direction of the University, in connection with decontamination of
equipment. An equitable adjustment will also be made in the subcontract
price for any personal property of the Subcontractor, its employees, and
any lower-tier subcontractor and its employees, destroyed or damaged as
a result of contamination not due to their fault or negligence.