PART 3

STANDARDS OF CONDUCT AND BUSINESS PRACTICES

# Table of Contents

3.1 STANDARDS OF CONDUCT REGARDING PURCHASING AND ASSISTANCE.
[1](#standards-of-conduct-regarding-purchasing-and-assistance.)

3.1.1 General. [1](#general.)

3.1.2 Conduct of Purchasing and Assistance Activities.
[2](#conduct-of-purchasing-and-assistance-activities.)

3.1.3 Annual Certification by BPA Employees.
[3](#annual-certification-by-bpa-employees.)

3.1.4 Disqualification. [3](#disqualification.)

3.1.5 Processing Violations or Possible Violations.
[4](#processing-violations-or-possible-violations.)

3.1.6 Questions Regarding Standards of Conduct.
[4](#questions-regarding-standards-of-conduct.)

3.1.7 Clause Usage Prescriptions. [4](#clause-usage-prescriptions.)

3.2 STANDARDS OF CONDUCT REGARDING TRANSMISSION INFORMATION.
[4](#__RefHeading___Toc430857333)

3.3 RESERVED. [6](#reserved.)

3.4 ORGANIZATIONAL CONFLICTS OF INTEREST.
[6](#organizational-conflicts-of-interest.)

3.4.1 Policy. [6](#policy.)

3.4.2 Disclosure of OCI. [6](#disclosure-of-oci.)

3.4.3 Remedies for Nondisclosure. [7](#remedies-for-nondisclosure.)

3.4.4 Evaluation, Findings and Contract Award.
[7](#evaluation-findings-and-contract-award.)

3.4.5 Action In Lieu of Termination.
[7](#action-in-lieu-of-termination.)

3.4.6 Clause Usage Prescriptions. [7](#clause-usage-prescriptions.-1)

3.5 LIMITATIONS ON PAYMENTS TO INFLUENCE TRANSACTIONS.
[8](#__RefHeading___Toc430857342)

3.5.1 Prohibitions. [8](#prohibitions.)

3.5.2 Certifications and Disclosures.
[10](#certifications-and-disclosures.)

3.5.3 Policy. [10](#policy.-1)

3.5.4 Processing Suspected Violations.
[10](#processing-suspected-violations.)

3.5.5 BPA Procedures. [11](#bpa-procedures.)

3.5.6 Clause Usage Prescriptions. [11](#clause-usage-prescriptions.-2)

3.6 DRUG-FREE WORKPLACE. [11](#__RefHeading___Toc430857349)

3.6.1 Policy. [11](#policy.-2)

3.6.2 Applicability. [11](#applicability.)

3.6.3 Penalties. [12](#penalties.)

3.6.4 Clause Usage Prescriptions. [12](#clause-usage-prescriptions.-3)

3.7 CONTRACTOR COMPLIANCE WITH BPA POLICIES.
[12](#__RefHeading___Toc430857354)

3.7.1 Clause Usage Prescriptions. [13](#clause-usage-prescriptions.-4)

3.50 TEXT OF CLAUSES. [13](#__RefHeading___Toc430857356)

### 3.1 STANDARDS OF CONDUCT REGARDING PURCHASING AND ASSISTANCE.

#### 3.1.1 General.

***POLICY**:* BPA purchasing (including financial assistance, see
Bonneville Financial Assistance Instructions, subpart 1.3.1) policy
shall be to conduct its purchasing activities in a manner that complies
with the ethical standards of conduct for employees of the Executive
Branch. Inasmuch as a fiduciary responsibility exists for BPA employees
involved in the conduct of purchasing activities, such BPA employees
shall avoid any conflict of interest or the appearance of such in the
conduct of BPA purchasing activities. Employees\' conduct must be such
that they would not hesitate to make full public disclosure of their
actions at any time. \"Conflict of interest\" includes, but is not
limited to the following:

\(a\) Use of public office for private gain;

\(b\) Giving preferential treatment to any firm, person or organization
for other than sound business reasons;

\(c\) Impeding BPA efficiency or economy;

\(d\) Lack of complete independence or impartiality;

\(e\) Making decisions on behalf of BPA outside official channels;

\(f\) Adversely affecting the public\'s confidence in the ability of BPA
to conduct its affairs with integrity and in a fair and equitable
manner; or

\(g\) Accepting gratuities or other things of value or special favors.

#### 3.1.2 Conduct of Purchasing and Assistance Activities.

***POLICY:***

\(a\) BPA purchases (including financial assistance) shall be conducted
in a manner above reproach and, except as authorized by statute or
regulation, with complete impartiality and with preferential treatment
for none. The general rule is to maintain the integrity of purchasing
practices, strictly avoiding any conflict of interest or even the
appearance of a conflict of interest in BPA-contractor relationships.
This subpart 3.1 and BPI Appendix 3-A provide BPA-wide policy for the
conduct of every BPA purchase of supplies or services (including
construction) and financial assistance. In conducting such BPA purchases
and financial assistance\--

\(1\) Employees and former employees of BPA who participate personally
and substantially, as defined in BPI Appendix 3-A, Section 2, shall
comply with the standards of ethical conduct of 5 C.F.R. Part 2635, as
well as those specific to DOE included in 5 C.F.R. Part 3301 and 10
C.F.R. Part 1010 and 48 C.F.R. Subpart 903.1, as supplemented by this
subpart 3.1 and BPI Appendix 3-A;

\(2\) All other persons, including competing contractors, shall not
knowingly engage in prohibited conduct as defined by this subpart 3.1
and BPI Appendix 3-A.

\(b\) During the conduct of any BPA purchase (including financial
assistance), no BPA employee who participates personally and
substantially during the conduct of a BPA purchase shall knowingly:

\(1\) Solicit or accept, directly or indirectly, any promise of future
employment or business opportunity from, or engage, directly or
indirectly, in any discussion of future employment or business
opportunity with a competing contractor, except as provided in BPI
3.1.4.

\(2\) Ask for, demand, exact, solicit, seek, accept, receive, or agree
to receive, directly or indirectly, any compensation, gratuity, or other
thing of value from any competing contractor for such purchase; or

\(3\) Disclose any contractor proposal information or source selection
information regarding such purchase directly or indirectly to any person
other than a person authorized by the CO to receive such information.

\(c\) During the conduct of any BPA purchase (including financial
assistance), any person other than those authorized by the CO to receive
such information shall not, other than as provided by law, knowingly
obtain contractor proposal information or source selection information
before the award of a BPA contract to which the purchase information
relates.

#### 3.1.3 Annual Certification by BPA Employees.

***POLICY*:**

\(a\) In coordination with BPA General Counsel, the HCA relies upon the
annual certification by all BPA employees regarding ethical standards of
conduct for employees of the Executive Branch (5 C.F.R. Part 2635, as
well as those specific to DOE included in 5 C.F.R. Part 3301 and 10
C.F.R. Part 1010 and 48 C.F.R. Subpart 903.1, as supplemented by this
subpart 3.1 and BPI Appendix 3-A) as the basis for BPA employee
certification of standards of conduct for purchasing and financial
assistance activities of BPA. Therefore, the HCA will no longer
separately maintain annual certifications for standards of conduct
regarding purchasing and assistance, relying instead upon the annual
ethics briefing and certifications maintained by BPA General Counsel.

\(b\) The standards of conduct regarding purchasing and assistance
specifically applies to the following BPA employees:

\(1\) All GS-1101, 1102, 1105, and GS-1106 series employees;

\(2\) All employees delegated Contracting Officer authority who are not
included in category (1) above;

(3) All COTRs and Field Inspectors; and

\(4\) All employees who "participate personally and substantially in the
conduct of a BPA purchase," as defined in BPI Appendix 3-A, Section 2.

#### 3.1.4 Disqualification.

***PROCEDURE:***

\(a\) A BPA employee participating personally and substantially during
the conduct of a BPA purchase (including financial assistance) who
wishes to discuss future employment or business opportunities with a
competing contractor during the conduct of a purchase shall submit to
the HCA, prior to initiating or engaging in such discussions, a written
proposal of disqualification from further participation in the purchase
which relates to that competing contractor. The proposal shall\--

\(1\) Identify the purchase involved;

\(2\) Describe the nature of the employee's participation in the
purchase and specify the approximate dates or time period of
participation; and

\(3\) Identify the competing contractor and describe its interest in the
purchase.

\(b\) If the HCA determines that the employee's further participation is
not essential to the conduct of the purchase and that disqualification
will not jeopardize the integrity of the purchasing process, the HCA may
grant written approval of the disqualification proposal.

#### 3.1.5 Processing Violations or Possible Violations.

***PROCEDURE:***

\(a\) If the CO receives or obtains information of a violation of BPI
3.1, the CO shall determine whether the reported violation has any
impact on the pending award or selection of the source.

\(1\) If the CO concludes that there is no impact on the purchase, the
CO shall discuss that conclusion with the First Level performance
manager. With the concurrence of that individual, the CO shall, without
further approval, proceed with the purchase.

\(2\) If the First Level performance manager does not agree with that
conclusion, he or she shall advise the CO to withhold award and shall
promptly forward the information and documentation to the HCA.

\(3\) If the CO determines that the violation, or possible violation,
impacts the purchase, the CO shall promptly forward the information to
the HCA.

\(b\) The HCA receiving any information describing a violation of BPI
3.1 shall review all information available and take appropriate action.
If the HCA determines that award is justified by urgent and compelling
circumstances, or is otherwise in the interests of BPA, the contracting
officer may be authorized to award the contract.

#### 3.1.6 Questions Regarding Standards of Conduct.

***PROCEDURE*:** Other than the HCA procedures in BPI subparts 3.1.4 and
3.1.5, should any BPA employee, in his or her judgement, be confronted
with any situation where a violation of ethical standards of conduct and
business practices is an issue, such person shall review the standards
of conduct and seek the advice of the Agency Ethics Official, as
necessary.

#### 3.1.7 Clause Usage Prescriptions.

***PROCEDURE:*** CO\'s shall insert Clause 3-1, Purchasing Standards of
Conduct, in all solicitations expected to exceed \$100,000, except
commercial supplies, commercial services, and commercial construction.

### 3.2 STANDARDS OF CONDUCT REGARDING TRANSMISSION INFORMATION.

***INFORMATION:***

\(a\) Effective January 3, 1997, BPA voluntarily committed to separate
its wholesale power marketing function from its transmission system
operation and reliability function, and to conduct its future operations
consistent with the Standards of Conduct of Federal Energy Regulatory
Commission (FERC) Order No. 889. All BPA employees and BPA contractors
shall comply with BPA's Procedures Implementing the Standards of
Conduct, filed with FERC January 2, 1997, as may be amended. Should any
BPA employee become aware of a violation of standards of conduct the
employee or contractor is to immediately notify the supervisor or
appropriate BPA official.

(b) The basic rules regarding the sharing of transmission information
    are as follows:

```{=html}
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```
(1) Rule1: Transmission system operations and reliability function
    employees, including BPA contractors, are prohibited from disclosing
    to the wholesale merchant function employees through non-public
    communications conducted off the Open Access Same-time Information
    System (OASIS):

\(A\) Information about the cost and availability, or uses or potential
uses of the BPA transmission system;

\(B\) Information about the cost and availability, or uses or potential
uses of other's transmission systems; and

(C) Market information.

```{=html}
<!-- -->
```
(2) Rule 2: Wholesale merchant function employees, including BPA
    contractors, can only have access to the above information (Rule 1):

```{=html}
<!-- -->
```
(A) That is on the OASIS or that is otherwise publicly available without
    restriction, and

(B) No earlier than the information is available to others.

\(c\) Purpose of the Standards of Conduct: To prevent BPA wholesale
merchant function employees, including BPA contractors, from having
preferential access to information about transmission availability and
costs, and uses and potential uses of the transmission system by others.
Transmission Business Line (TBL) employees and contractors can not
reveal information about requests for service to anyone other than the
requester, except for the information about a request that is required
to be revealed over the OASIS. In general, the standards are a one-way
prohibition against information transfer from the transmission system
operations and reliability function to the wholesale merchant function.
FERC encourages transfer of information from wholesale merchant function
to transmission system operations and reliability function. If
information is improperly disclosed to the wholesale merchant function
then the information must immediately be posted on the OASIS.

\(d\) Definitions.

"Information on cost and availability" means information about electric
energy capability, price, curtailments and ancillary services.

"Market information" within the context of these standards of conduct
means electric energy market information gained from non-affiliates or
developed in the course of responding to requests for transmission or
ancillary services. FERC is particularly concerned about market
information developed in the course of denying a request. Market
information is not just transmission market information, but wholesale
power market information as well.

"Open Access Same-time Information System (OASIS)" means a real-time
information-sharing system that enables all buyers and sellers of
electricity to access the transmission information for all other buyers
and sellers, to eliminate unfair advantages between utility transmission
owners and their affiliates.

"Wholesale merchant function" means those employees who engage in the
sale for resale of electric energy. BPA has defined the wholesale
merchant function to be all Power Business Line (PBL) employees.

"Transmission system operations and reliability function" means the
employees who engage in the reliable operation of and provide access to
transmission and ancillary services. BPA has defined the transmission
system operations and reliability function to be all Transmission
Business Line (TBL) employees.

"Transmission Provider" means the utility owning transmission. Thus, the
rules apply to all BPA employees, not just the Transmission Business
Line (TBL) employees.

### 3.3 RESERVED.

### 3.4 ORGANIZATIONAL CONFLICTS OF INTEREST.

#### 3.4.1 Policy.

\(a\) BPA will avoid situations which place an offeror in a position
where the offeror\'s judgment may be biased. Such situations may occur
due to any past, present, or currently planned interest, financial or
otherwise, that the offeror may have which relates to the work to be
performed under the proposed contract, or where the offeror\'s
performance of such work may provide it with an unfair competitive
advantage.

\(b\) Organizational conflicts of interest (OCI\'s) shall be identified,
prior to solicitation if possible, and be adequately avoided or
mitigated. No award shall be made until the potential OCI\'s have been
evaluated by the CO.

\(c\) The award of a contract for the design of a particular project and
the award of a contract for related, follow-on implementation work to
the same individual, firm, parent firm, or its subsidiaries is
prohibited, except with the approval of the HCA. There is no prohibition
against including both engineering design and construction on a single
project in a single contract.

#### 3.4.2 Disclosure of OCI.

***PROCEDURES:***

\(a\) The offeror or contractor shall provide information which
describes in a concise manner all relevant facts concerning any past,
present or currently planned interest (financial, contractual,
organizational, or otherwise) relating to the work to be performed and
bearing on whether the offeror or contractor has a possible
organizational conflict of interest. The offeror or contractor may also
provide relevant facts that show how its organizational structure and/or
management systems limit its knowledge of possible organizational
conflicts of interest relating to other divisions or sections of the
organization, and how that structure or system would avoid or mitigate
such organizational conflicts.

\(b\) In the absence of any relevant interests referred to above, the
offeror or contractor shall indicate to the CO that to its best
knowledge and belief no such facts exist relevant to possible OCIs.

\(c\) BPA will consider the information obtained and may seek additional
relevant information, if needed. All such information, and any other
relevant information known to BPA, will be used to determine whether an
award to the offeror may create an organizational conflict of interest.
If such a conflict of interest is found to exist, BPA may (1) impose
appropriate conditions which avoid such conflict, (2) disqualify the
offeror, or (3) determine that it is otherwise in the best interest of
BPA to contract with the offeror by including appropriate conditions
mitigating such conflict in the contract awarded.

\(d\) CO\'s shall obtain information relative to organizational
conflicts of interest for the following types of contracts: (1)
evaluation services or activities; (2) technical consulting and
management support services and professional services; (3) research and
development; or (4) other contractual situations where a contract may
result in an unfair competitive advantage or potential biased analysis
or recommendation. When an unsolicited proposal is accepted, the CO
shall determine OCI before or during the negotiation process.

\(e\) CO\'s shall attempt to determine whether such conflicts exist
prior to the solicitation of offers. Whenever possible, such information
should be verified during negotiation.

#### 3.4.3 Remedies for Nondisclosure.

***INFORMATION:*** The refusal to provide adequate information may
result in disqualification for award. The nondisclosure or
misrepresentation of any relevant interest may also result in the
disqualification of the offeror for award. If such nondisclosure or
misrepresentation is discovered after award, the resulting contract may
be terminated for default. The contractor may also be disqualified from
subsequent BPA contracts, and be subject to such other remedial action
as may be permitted or provided by law or in the resulting contract.

#### 3.4.4 Evaluation, Findings and Contract Award.

***PROCEDURES:***

\(a\) In all cases of potential organizational conflicts of interest,
COs shall obtain approval prior to award of contracts. The First Level
performance manager is the approving official if the OCI is mitigated;
otherwise, the HCA must approve the award.

\(b\) The CO shall evaluate all relevant information pertaining to OCI
for a specific contract. Upon a finding that a conflict exists, the CO
may:

\(1\) Disqualify the offeror from award; or

\(2\) Avoid such conflicts by including conditions in the resulting
contract; or

\(3\) Award the contract, but mitigate the conflict with an appropriate
clause in the contract. This alternative may be used only after a
written finding that the conflict cannot be avoided and that award of
the contract to the offeror is in the best interests of BPA. Such a
finding may be justified in situations such as where public emergency
requires the award or where the work or services cannot otherwise be
obtained.

\(c\) The CO shall document an OCI finding in the document of award
decision. (See BPI Part 12.8.2)

#### 3.4.5 Action In Lieu of Termination.

***PROCEDURE*:** If, after award, a possible OCI is identified by the
contractor but the CO determines that it would not be in the best
interests of BPA to terminate the contract, the CO shall take every
reasonable action to avoid or mitigate the effects of the conflict.

#### 3.4.6 Clause Usage Prescriptions.

***PROCEDURE:*** Clause 3-2, Organizational Conflicts of Interest, shall
be used in solicitations and contracts of the type listed in 3.4.2(d)
exceeding \$100,000, including IGCs with other than Federal agencies.

### 3.5 LIMITATIONS ON PAYMENTS TO INFLUENCE TRANSACTIONS.

#### 3.5.1 Prohibitions.

***POLICY:***

\(a\) Section 1352 of title 31, United States Code, among other things,
prohibits a recipient of a Federal contract from using appropriated
funds to pay any person for influencing or attempting to influence an
officer or employee of any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in
connection with the awarding of any Federal contract or the modification
of any Federal contract.

\(b\) The Act also requires offerors to furnish a declaration consisting
of both a certification and a disclosure. These requirements are
contained in Clause 3-3, Certification, Disclosure and Limitation
Regarding Payments to Influence Certain Federal Transactions.

\(1\) By signing its offer, an offeror certifies that no appropriated
funds have been paid or will be paid in violation of the prohibitions in
31 U.S.C. 1352.

\(2\) The disclosure shall identify if any funds other than Federal
appropriated funds (including profit or fee received under a covered
Federal action) have been paid, or will be paid, to any person for
influencing or attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with a Federal contract.

\(c\) The prohibitions of the Act do not apply under the following
conditions;

\(1\) Agency and legislative liaison by own employees.

\(A\) The prohibition on the use of appropriated funds, in paragraph (a)
of this section, does not apply in the case of a payment of reasonable
compensation made to an officer or employee of a person requesting or
receiving a covered Federal action if the payment is for agency and
legislative liaison activities not directly related to a covered Federal
action.

\(B\) For purposes of subdivision (c)(1)(A) of this section, providing
any information specifically requested by an agency or Congress is
permitted at any time.

\(C\) The following agency and legislative liaison activities are
permitted at any time where they are not related to a specific
solicitation for any covered Federal action:

\(i\) Discussing with an agency the qualities and characteristics
(including individual demonstrations) of the person\'s products or
services, conditions or terms of sale, and service capabilities;

\(ii\) Technical discussions and other activities regarding the
application or adaptation of the person\'s products or services for an
agency\'s use.

\(D\) The following agency and legislative liaison activities are
permitted where they are prior to formal solicitation of any covered
Federal action:

\(i\) Providing any information, not specifically requested, about a
covered Federal action;

\(ii\) Technical discussions regarding the preparation of an unsolicited
proposal prior to its official submission; and,

\(iii\) Capability presentations by persons seeking awards from an
agency pursuant to the provisions of the Small Business Act, as amended
by Public Law 95-507, and other subsequent amendments.

\(E\) Only those activities expressly authorized by subparagraph (c)(1)
of this section are permitted under this section.

\(2\) Professional and technical services.

\(A\) The prohibition on the use of appropriated funds, in paragraph (a)
of this section, does not apply in the case of \--

\(i\) payment of reasonable compensation made to an officer or employee
of a person requesting or receiving a covered Federal action if payment
is for professional or technical services rendered directly in the
preparation, submission, or negotiation of any proposal or application
for that Federal action or for meeting requirements imposed by or
pursuant to law as a condition for receiving that Federal action;

\(ii\) Any reasonable payment to a person, other than an officer or
employee of a person requesting or receiving a covered Federal action,
if the payment is for professional or technical services rendered
directly in the preparation, submission, or negotiation of any proposal
or application for that Federal action, or for meeting requirements
imposed by or pursuant to law as a condition for receiving that Federal
action. Persons, other than officers or employees of a person requesting
or receiving a covered Federal action, include consultants and trade
associations.

\(B\) For purposes of subdivision (c)(2)(A) of this section,
\"professional and technical services\" shall be limited to advice and
analysis directly applying any professional or technical discipline. For
example, drafting of a legal document accompanying a bid or proposal by
a lawyer is allowable. Similarly, technical advice provided by an
engineer on the performance or operational capability of a piece of
equipment rendered directly in the negotiation of a contract is
allowable. However, communications, with the intent to influence, made
by a professional (such as a licensed lawyer) or a technical person
(such as a licensed accountant) are not allowable under this section
unless they provide advice and analysis directly applying their
professional or technical expertise and unless the advice or analysis is
rendered directly and solely in the preparation, submission, or
negotiation of a covered Federal action. Thus, for example,
communications with the intent to influence made by a lawyer that do not
provide legal advice or analysis directly and solely related to the
legal aspects of his or her client\'s proposal, but generally advocate
one proposal over another are not allowable under this section.
Similarly, communications with the intent to influence made by an
engineer providing an engineering analysis prior to the preparation or
submission of a bid or proposal are not allowable under this section
since the engineer is providing technical services, but not directly in
the preparation, submission or negotiation of a covered Federal action.

\(C\) Requirements imposed by or pursuant to law as a condition for
receiving a covered Federal award include those required by law or
regulation and any other requirements in the actual award documents.

\(D\) Only those services expressly authorized by subdivision
(c)(2)(A)(i) and (ii) of this section are permitted under this section.

\(E\) The reporting requirements of 3.5.2(a) shall not apply with
respect to payments of reasonable compensation made to regularly
employed officers or employees of a person.

#### 3.5.2 Certifications and Disclosures.

***PROCEDURE:***

\(a\) By signing its offer, any contractor who requests or receives a
Federal contract exceeding \$100,000 certifies that it shall submit with
its offer the disclosures required by Clause 3-3, Certification,
Disclosure and Limitation Regarding Payments to Influence Certain
Federal Transactions. Disclosures under this section shall be submitted
to the CO using OMB standard form LLL, Disclosure of Lobbying
Activities.

\(b\) The contractor shall file a disclosure form at the end of each
calendar quarter in which there occurs any event that materially affects
the accuracy of the information contained in any disclosure form
previously filed by such person under paragraph (a) of this section. An
event that materially affects the accuracy of the information reported
includes\--

\(1\) A cumulative increase of \$25,000 or more in the amount paid or
expected to be paid for influencing or attempting to influence a covered
Federal action; or

\(2\) A change in the person(s) or individual(s) influencing, or
attempting to influence, a covered Federal action; or

\(3\) A change in the officer(s), employee(s), or Member(s) contacted to
influence or attempt to influence a covered Federal action.

\(c\) The contractor shall require the certification, and if required, a
disclosure form, by any person who requests or receives any subcontract
exceeding \$100,000 under the Federal contract.

\(d\) All subcontractor disclosure forms, but not certifications, shall
be forwarded from tier to tier until received by the prime contractor.
The prime contractor shall submit all disclosure forms to the CO at the
end of the calendar quarter in which the disclosure form is submitted by
the subcontractor. Each subcontractor certification shall be retained in
the subcontract file of the awarding contractor.

\(e\) Certifications are not required for modifications, extensions,
amendments, continuations, or renewals made to awards that were made
prior to February 9, 1990.

#### 3.5.3 Policy.

The CO shall obtain certifications and disclosures prior to the award or
modification of any contract exceeding \$100,000.

#### 3.5.4 Processing Suspected Violations.

***PROCEDURE:*** Suspected violations of the requirements of the Act
shall be referred to the HCA.

#### 3.5.5 BPA Procedures.

\(a\) Obtaining disclosures before award. COs shall obtain any
disclosure form as required by clause 3-3, Certification, and Disclosure
and Limitation Regarding Payments to Influence Certain Federal
Transactions, from persons receiving contracts, and IGCs to other than
Federal government agencies, which exceed \$100,000, unless the
disclosure was obtained as a part of a solicitation process for the
contract. This disclosure form should be obtained before award, but may
be obtained after award if necessary.

\(b\) Obtaining disclosures upon completion of modifications. COs shall
obtain any disclosure form, if required by clause 3-3, Certification,
Disclosure and Limitations Regarding Payments to Influence Certain
Federal Transactions, from persons receiving extensions, continuations,
renewals, amendments, or modifications of any contract and IGCs to other
than Federal government agencies which exceed \$100,000, or which causes
the total award to exceed \$100,000. The exercise of a prepriced option
is exempted from this requirement. This disclosure form should be
obtained before the modification is signed by the CO.

\(c\) Disclosure forms. The required disclosure form is, Standard Form
(SF) LLL, Disclosure of Lobbying Activities, Instructions for completion
of SF-LLL, and SF-LLL-A, Continuation Sheet. COs shall provide copies of
this exhibit to requesters when necessary. COs should order SF-LLL and
SF-LLL-A through regular ordering procedures. Electronic copies of these
forms are available on the GSA internet website.

\(d\) Disposition of disclosure forms. COs shall retain a copy of any
disclosure forms received in the contract file, and will forward the
originals to the HCA who will be responsible for forwarding the original
forms to the Department for the semiannual compilation of data.

#### 3.5.6 Clause Usage Prescriptions.

***PROCEDURE:*** Clause 3-3, Certification, Disclosure and Limitation
Regarding Payments to Influence Certain Federal Transactions, shall be
included in solicitations and contracts, including IGCs, with other than
Federal agencies, which are expected to exceed \$100,000.

### 3.6 DRUG-FREE WORKPLACE.

#### 3.6.1 Policy.

\(a\) No individual shall be awarded a contract unless he/she agrees as
a condition of the contract that he/she will maintain a drug-free
workplace.

\(b\) No firm (any contractor other than an individual) shall be
considered for a contract that equals or exceeds \$100,000 unless it
agrees to maintain a drug-free workplace.

\(c\) The CO may rely on the name of the contractor and the CO\'s
personal knowledge of the contractor to determine whether the
organization is a firm or an individual.

#### 3.6.2 Applicability.

***INFORMATION:*** This subpart applies to all contracts and
intergovernmental contracts, except \--

\(a\) Transactions executed prior to March 18, 1989, including
modifications, task orders or extensions to such transactions;

\(b\) Contracts valued below \$100,000; however, the requirements of
this subpart shall apply to contracts of any value if the contract is
awarded to an individual;

\(c\) Contracts or those parts of contracts that are to be performed
outside of the United States, its territories, and its possessions.

\(d\) Intergovernmental contracts with Federal agencies or Tribes.

#### 3.6.3 Penalties.

***PROCEDURE:***

\(a\) After determining in writing that adequate evidence to suspect any
of the causes at paragraph (c) of this section exist, the CO may suspend
contract payments. The matter will then be referred to the HCA for
review.

\(b\) After determining in writing that any of the causes at paragraph
(c) of this section exists, and review by the HCA, the CO may terminate
the contract for default.

\(c\) The specific causes for suspension of contract payments,
termination of a contract for default, or suspension and debarment
are\--

\(1\) The offeror has failed to comply with the requirements of clause
3-6, Drug-Free Workplace; or

\(2\) That such a number of contractor employees have been convicted of
violations of criminal drug statutes occurring in the workplace to
indicate that the contractor has failed to make a good faith effort to
provide a drug-free workplace.

\(d\) A determination under this subpart to suspend contract payments,
terminate a contract for default, or debar or suspend a contractor may
be waived by the HCA for a particular contract, only if such waiver is
necessary to prevent a severe disruption of BPA\'s operations to the
detriment of the Federal Government or the general public.

#### 3.6.4 Clause Usage Prescriptions.

***PROCEDURE:*** COs shall insert clause 3-6, Drug-Free Workplace, in
solicitations and contracts of any dollar value if the contract is
expected to be awarded to an individual and in other solicitations and
contracts expected to equal or exceed \$100,000, except contracts for
commercial supplies, commercial services, commercial construction, and
IGCs with other Federal agencies or Tribes and contracts performed
outside the United States, its territories, and its possessions.

### 3.7 CONTRACTOR COMPLIANCE WITH BPA POLICIES.

\(a\) ***POLICY:*** BPA policies addressing personal behaviors apply to
all BPA employees and to BPA contractors working or visiting on site.
CO\'s are responsible for assuring that BPA contractors are informed of
these policies and that contractor managers are required to enforce
these policies during all work performed at BPA.

\(b\) ***INFORMATION:*** The BPA work environment includes areas in and
around BPA buildings, facilities, fitness centers, vehicles, food
service areas and break locations, and any other areas or conveyances
where BPA employees work or where work-related activities occur,
including official travel.

\(c\) ***PROCEDURE:*** Contractor personnel should be given copies and
directed to provide, to employees and subcontractors, published
information regarding BPA\'s policies and available resources for
dealing with behavior issues in the workplace. The CO may take remedial
action to enforce these policies. If the inappropriate conduct does not
cease, the CO may suspend the contract or terminate it for default.

#### 3.7.1 Clause Usage Prescriptions.

***PROCEDURE:*** COs shall include clause 3-8, Contractor Compliance
with BPA Policies, in solicitations and contracts requiring the
contractor to perform work on BPA premises.

### 3.50 TEXT OF CLAUSES.

The following clauses are referenced in BPA Part 3:

3-1 Purchasing Standards of Conduct

3-2 Organizational Conflicts of Interest

3.  Certification, Disclosure and Limitation Regarding Payments to
    Influence Certain

Federal Transactions.

3-4 Reserved.

3-5 Reserved

3-6 Drug-Free Workplace

3-7 Reserved

3-8 Contractor Compliance with BPA Policies

######### Clause 3-1 PURCHASING STANDARDS OF CONDUCT (Sep 98)(BPI 3.1.7)

\(a\) No person, other than as provided by law or authorized by the CO,
shall knowingly obtain contractor proposal information or source
selection information before award of a BPA purchase to which the
information relates.

\(b\) "Competing contractor," as used in this clause, means any entity
that is, or is likely to become, a competitor for or a recipient of a
contract or subcontract under a BPA purchase, and includes any other
person acting on behalf of such an entity.

\(c\) During the conduct of any BPA purchase of property or services, no
competing contractor or any officer, employee, representative, agent, or
consultant of any competing contractor shall knowingly:

\(1\) Make, directly or indirectly, any offer or promise of future
employment or business opportunity to any BPA employee participating
personally and substantially during the conduct of a BPA purchase,
except as provided in BPI 3.1.4;

\(2\) Offer, give, or promise to offer or give, directly or indirectly
any money, gratuity, or other thing of value to any BPA employee
participating personally and substantially during the conduct of a BPA
purchase; or

\(3\) Solicit or obtain, directly or indirectly, from any BPA officer or
employee, prior to the award of a contract any contractor proposal
information or source selection information regarding such purchase.

(End of clause)

######### Clause 3-2 ORGANIZATIONAL CONFLICTS OF INTEREST (Sep 98)(BPI 3.4.6)

\(a\) The offeror or contractor warrants that, to the best of its
knowledge and belief, and except as otherwise disclosed, there are no
relevant facts which could give rise to organizational conflicts of
interest, as defined in BPI 3.4.1, and that the offeror or contractor
has disclosed all relevant information to the Contracting Officer.

\(b\) The offeror or contractor agrees that, if after award, an
organizational conflict of interest with respect to this contract is
discovered, an immediate and full disclosure in writing shall be made to
the Contracting Officer which shall include a description of the action
which the contractor has taken, or proposes to take, to avoid or
mitigate such conflicts.

\(c\) In the event that the contractor was aware of an organizational
conflict of interest prior to the award of this contract and did not
disclose the conflict to the Contracting Officer, BPA may terminate the
contract for default.

\(d\) The provisions of this clause shall be included in all
subcontracts for work to be performed in aid of the services provided by
the prime contractor, and the terms \"contract,\" \"contractor,\"
\"Contracting Officer\" modified appropriately.

(End of clause)

######### Clause 3-3 CERTIFICATION, DISCLOSURE, AND LIMITATION REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS. (Sep 98)(BPI 3.5.6)

\(a\) As used in this clause:

\"Covered Federal action\" means

\(1\) The awarding of any Federal contract.

\(2\) The extension, continuation, renewal, amendment, or modification
of any Federal contract.

\"Indian tribe\" and \"tribal organization\" have the meaning provided
in section 4 of the Indian Self-Determination and Education Assistance
Act (25 U.S.C. 450B) and includes Alaskan Natives.

\"Influencing or attempting to influence\" means making, with the intent
to influence, any communication to or appearance before an officer or
employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with any
covered Federal action.

\"Local government\" means a unit of government in a State and, if
chartered, established, or otherwise recognized by a State for the
performance of a governmental duty, includes a local public authority, a
special district, an intrastate district, a council of governments, a
sponsor group representative organization, and any other instrumentality
of a local government.

\"Person\" means an individual, corporation, company, association,
authority, firm, partnership, society, State, and local government,
regardless of whether such entity is operated for profit or not for
profit. This term excludes an Indian tribe, tribal organization, or any
other Indian organization with respect to expenditures specifically
permitted by other Federal law.

\"Reasonable compensation\" means, with respect to a regularly employed
officer or employee of any person, compensation that is consistent with
the normal compensation for such officer or employee for work that is
not furnished to, not funded by, or not furnished in cooperation with
the Federal Government.

\"Reasonable payment\" means, with respect to professional and other
technical services, a payment in an amount that is consistent with the
amount normally paid for such services in the private sector.

\"Recipient\" includes all contractors and subcontractors. The term
excludes an Indian tribe, tribal organization, or any other Indian
organization with respect to expenditures specifically permitted by
other Federal law.

\"Regularly employed\" means, with respect to an officer or employee of
a person requesting or receiving a Federal contract, an officer or
employee who is employed by such person for at least 130 working days
within one year immediately preceding the date of the submission that
initiates agency consideration of such person for receipt of such
contract. An officer or employee who is employed by such person for less
than 130 working days within one year immediately preceding the date of
the submission that initiates agency consideration of such person shall
be considered to be regularly employed as soon as he or she is employed
by such person for 130 working days.

\"State\" means a State of the United States, the District of Columbia,
the Commonwealth of Puerto Rico, a territory or possession of the United
States, an agency or instrumentality of a State, and a multi-State,
regional, or interstate entity having governmental duties and powers.

\(b\) The offeror, by signing its offer, hereby certifies to the best of
his or her knowledge and belief that:

\(l\) No Federal appropriated funds have been paid or will be paid to
any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress on his or her behalf in
connection with the awarding of any Federal contract or the extension,
continuation, renewal, amendment, or modification of any Federal
contract.

\(2\) If any funds other than Federal appropriated funds (including
profit or fee received under a covered Federal transaction) have been
paid or will be paid to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress, or an employee of a Member of Congress
on his or her behalf in connection with this solicitation, the offeror
shall complete and submit, with its offer, Standard Form-LLL, Disclosure
of Lobbying Activities, to the Contracting Officer.

\(3\) He or she will include the language of this certification in all
subcontract awards at any tier and that all sub-recipients of
subcontract awards in excess of \$100,000 shall certify and disclose
accordingly.

\(c\) Submission of this certification and disclosure is a prerequisite
for making or entering into this contract imposed by section 1352, title
31, U.S. Code. Any person who makes an expenditure prohibited under this
provision or who fails to file or amend the disclosure form to be filed
or amended by this provision, shall be subject to a civil penalty of not
less than \$l0,000 and not more than \$100,000 for each such failure.

\(d\) A contractor who requests or receives from an agency a Federal
contract shall file with that agency a disclosure form, OMB standard
form LLL, Disclosure of Lobbying Activities, if such person has made or
has agreed to make any payment using non appropriated funds (to include
profits from any covered Federal action), which would be prohibited
under this clause if paid for with appropriated funds.

\(e\) The contractor shall file a disclosure form at the end of each
calendar quarter in which there occurs any event that materially affects
the accuracy of the information contained in any disclosure form
previously filed by such person under paragraph (b) of this clause. An
event that materially affects the accuracy of the information reported
includes\--

\(1\) A cumulative increase of \$25,000 or more in the amount paid or
expected to be paid for influencing or attempting to influence a covered
Federal action; or

\(2\) A change in the person(s) or individual(s) influencing or
attempting to influence a covered Federal action; or

\(3\) A change in the officer(s), employee(s), or Member(s) contacted to
influence or attempt to influence a covered Federal action.

\(f\) The contractor shall require the submittal of a certification, and
if required, a disclosure form, by any person who requests or receives
any subcontract exceeding \$100,000 under the Federal contract.

\(g\) All subcontractor disclosure forms (but not certifications), shall
be forwarded from tier to tier until received by the prime contractor.
The prime contractor shall submit all disclosure forms to the
Contracting Officer at the end of the calendar quarter in which the
disclosure form is submitted by the subcontractor. Each subcontractor
certification shall be retained in the subcontract file of the awarding
contractor.

\(h\) Any person who makes an expenditure prohibited under this clause
or who fails to file or amend the disclosure form to be filed or amended
by this clause shall be subject to a civil penalty as provided by 31 U.
S. Code 1352. An imposition of a civil penalty does not prevent the
Government from seeking any other remedy that may be applicable.

(End of clause)

######### Clause 3-4 RESERVED

######### Clause 3-5 RESERVED

######### Clause 3-6 DRUG-FREE WORKPLACE (Sep 98)(BPI 3.6.4)

\(a\) The contractor agrees that with respect to all employees to be
employed under this contract it will provide a drug-free workplace as
described in this clause.

\(b\) Definitions. As used in this clause \"Controlled substance\" means
a controlled substance in schedules I through V of section 202 of the
Controlled Substances Act (21 U.S.C. 812), as from time to time amended,
and as further defined in regulation at 21 CFR 1308.11-1308.15, as
amended.

\"Conviction\" means a finding of guilt (including a plea of nolo
contendere) or imposition of sentence, or both, by any judicial body
charged with the responsibility to determine violations of the Federal
or State criminal drug statutes.

\"Criminal drug statute\" means a Federal or non-Federal criminal
statute involving the manufacture, distribution, dispensing, possession
or use of any controlled substance.

\"Drug-free workplace\" means the site(s) for the performance of work
done by the contractor in connection with a specific contract at which
employees of the contractor are prohibited from engaging in the unlawful
manufacture, distribution, dispensing, possession, or use of a
controlled substance.

\"Employee\" means an employee of a contractor directly engaged in the
performance of work under a Government contract. \"Directly engaged\" is
defined to include all direct cost employees and any other contractor
employees who have other than a minimal impact or involvement in
contract performance.

"Individual" means an offeror/contractor that has no more than one
employee including the offeror/contractor.

\(c\) The Contractor, if other than an individual, shall \-- within 30
calendar days after award (unless a longer period is agreed to in
writing for contracts of 30 calendar days or more performance duration);
or as soon as possible for contracts of less than 30 calendar days
performance duration\--

\(1\) Publish a statement notifying its employees that the unlawful
manufacture, distribution, dispensing, possession, or use of a
controlled substance is prohibited in the contractor\'s workplace and
specifying the actions that will be taken against employees for
violations of such prohibition;

\(2\) Establish an on-going drug-free awareness program to inform such
employees about\--

\(A\) The dangers of drug abuse in the workplace;

\(B\) The contractor\'s policy of maintaining a drug-free workplace;

\(C\) Any available drug counseling, rehabilitation, and employee
assistance programs; and

\(D\) The penalties that may be imposed upon employees for drug abuse
violations occurring in the workplace.

\(3\) Provide all employees engaged in performance of the contract with
a copy of the statement required by subparagraph (c)(1) of this clause;

\(4\) Notify such employees in writing in the statement required by
subparagraph (c)(1) of this clause that, as a condition of continued
employment on this contract, the employee will\--

\(A\) Abide by the terms of the statement; and

\(B\) Notify the employer in writing of the employee\'s conviction under
a criminal drug statute for a violation occurring in the workplace no
later than five (5) days after such conviction.

\(5\) Notify the Contracting Officer in writing within ten (10) days
after receiving notice under subdivision (c)(4)(B) of this clause, from
an employee, or otherwise receiving actual notice of such conviction.
The notice shall include the position title of the employee;

\(6\) Within 30 days after receiving notice under subparagraph (c)(4)(B)
of this clause of a conviction, take one of the following actions with
respect to any employee who is convicted of a drug abuse violation
occurring in the workplace:

\(A\) Taking appropriate personnel action against such employee, up to
and including termination; and/or

\(B\) Require such employee to satisfactorily participate in a drug
abuse assistance or rehabilitation program approved for such purposes by
a Federal, State, or local health, law enforcement, or other appropriate
agency.

\(7\) Make a good faith effort to maintain a drug-free workplace through
implementation of subparagraphs (c)(1) through (c)(6) of this clause.

\(d\) In addition to other remedies available to the Government, the
Contractor\'s failure to comply with the requirements of paragraph (c)
of this clause may, pursuant to BPI 3.6.3 render the contractor subject
to suspension of contract payments, termination of the contract for
default, and suspension or debarment.

(End of clause)

######### Clause 3-7 RESERVED

######### Clause 3-8 CONTRACTOR COMPLIANCE WITH BPA POLICIES (Sep 98)(BPI 3.7.1)

\(a\) The contractor shall comply with all BPA policies affecting the
BPA workplace environment. Examples of specific policies are:

\(1\) Harassment-free workplace;

\(2\) Non-smoking workplace;

\(3\) Firearms and other weapons (BPAM 1073);

\(4\) Safety and health (clauses 15-2 and 15-4);

\(5\) Visits to BPA substations, rights-of-way work sites, other
electrical hazardous work sites, and non-electrical hazardous work
sites; and

\(6\) Standards of conduct regarding transmission information (BPI 3.2).

\(b\) The contractor shall obtain from the CO information describing the
policy requirements. A contractor who fails to enforce workplace
policies is subject to suspension or default termination of the
contract.

(End of clause)