Common use of Construction Projects Clause in Contracts

Construction Projects. For Capital Construction Projects, the Contractor agrees that the NNSA will incorporate, as appropriate, construction terms and conditions into the M&O Contract or work authorization for the completion of that project that are not otherwise contained in the M&O Contract. The work authorization will also include specific work requirements in accordance with applicable DOE Orders and the Contract’s Section I Clause entitled “DEAR 970.5211-1, Work Authorization.” The Contractor shall provide the personnel, equipment, materials, supplies, and services (except as may be furnished by the Government) and otherwise do all things necessary for, or incidental to, the efficient, effective, and safe management and/or performance of Capital Projects as the Parties may agree. (a) Capital Construction Projects are defined for the purposes of this Contract as construction projects which are anticipated to exceed a total of $50M for all design and construction costs. (b) The Contracting Officer may, in its sole discretion, direct the Contractor to manage and/or perform Capital Construction Projects, or any portion thereof, as they arise. The Parties shall establish by mutual agreement the price and applicable price structure (such as Firm Fixed Price, Cost-Plus Incentive-Fee, or other price structures as agreed) and any special terms and conditions which shall apply to each Capital Construction Project. The Contractor agrees to enter into good-faith negotiations with the Government to establish the price, price structure, and special terms and conditions which may apply to each Capital Construction Project. However, if the Parties cannot reach mutual agreement, the Contracting Officer may, within its sole discretion, (1) withdraw the direction to perform and/or manage a particular Capital Construction Project or (2) direct the Contractor to proceed with the performance and/or management of the Capital Construction Project in accordance with specified terms and conditions via a unilateral contract modification, in which case the Contractor shall be entitled to an equitable adjustment. If the Parties are unable to agree on an equitable adjustment, the matter shall be treated as a dispute under the Disputes Clause of this Contract and the Contractor shall diligently proceed with the performance or management of the Capital Construction Project pending the final outcome of the dispute. (c) Each Capital Construction Project which is authorized under this contract shall be identified via bilateral contract modification, to include SUB-CLINs, project title, contract type (such as Performance Based Incentive Fee or Firm-Fixed-Price), description of work, delivery schedule (to include major milestones and/or completion date), and associated terms and conditions necessary for the completion of a project and not otherwise contained in the Contract. Sub-CLINs will only be considered when they have reached the Critical Decision-2/3 as described within DOE Order 413.3B, “PROGRAM AND PROJECT MANAGEMENT FOR THEACQUISITION OF CAPITAL ASSETS.” (d) Construction projects which are not Capital Projects, as defined herein, are within the scope of CLIN 0002 and shall be performed or managed by the Contractor as directed by the Government. Such construction projects may be assigned by Work Authorizations or a sub-CLIN under CLIN 0004 which may include construction- related clauses prescribed in the Federal Acquisition Regulation and/or the Department of Energy Acquisition Regulation in effect at the time of the issuance of the Work Authorization (if not already included in this Contract). The Contractor agrees to comply with such clauses. (e) The Government reserves the right to have other contractors perform or manage any or all construction projects, including Capital Construction Projects, or any portion thereof at Los Alamos National Laboratory sites. The Contractor agrees to provide site access to such other contractors or government entities and to cooperate with, accommodate, and to provide such logistical support to such other contractors or government entities as needed and/or as directed by the Contracting Officer. Added project costs resulting from the Contractor’s failure to cooperate with any such other contractors (such as delay costs), regardless of whether incurred by the Contractor or such other contractor(s) or by the Government, shall be borne by the Contractor and shall not be an allowable cost of this Contract. Activities conducted pursuant to this paragraph related costs are within the scope of CLIN 0002.

Construction Projects. For Capital Construction Projects, the Contractor agrees that the NNSA will incorporate, as appropriate, construction terms and conditions into the M&O Contract or work authorization for the completion of that project that are not otherwise contained in the M&O Contract. The work authorization will also include specific work requirements in accordance with applicable DOE Orders and the Contract’s Section I Clause entitled “DEAR 970.5211-1, Work Authorization.” The Contractor shall provide the personnel, equipment, materials, supplies, and services (except as may be furnished by the Government) and otherwise do all things necessary for, or incidental to, the efficient, effective, and safe management and/or performance of Capital Projects as the Parties may agree. (a) Capital Construction Projects are defined for the purposes of this Contract as construction projects which are anticipated to exceed a total of $50M for all design and construction costs. (b) The Contracting Officer may, in its sole discretion, direct the Contractor to manage and/or perform Capital Construction Projects, or any portion thereof, as they arise. The Parties shall establish by mutual agreement the price and applicable price structure (such as Firm Fixed Price, Cost-Plus Incentive-Fee, or other price structures as agreed) and any special terms and conditions which shall apply to each Capital Construction Project. The Contractor agrees to enter into good-faith negotiations with the Government to establish the price, price structure, and special terms and conditions which may apply to each Capital Construction Project. However, if the Parties cannot reach mutual agreement, the Contracting Officer may, within its sole discretion, (1) withdraw the direction to perform and/or manage a particular Capital Construction Project or (2) direct the Contractor to proceed with the performance and/or management of the Capital Construction Project in accordance with specified terms and conditions via a unilateral contract modification, in which case the Contractor shall be entitled to an equitable adjustment. If the Parties are unable to agree on an equitable adjustment, the matter shall be treated as a dispute under the Disputes Clause of this Contract and the Contractor shall diligently proceed with the performance or management of the Capital Construction Project pending the final outcome of the dispute.dispute.‌ (c) Each Capital Construction Project which is authorized under this contract shall be identified via bilateral contract modification, to include SUB-CLINs, project title, contract type (such as Performance Based Incentive Fee or Firm-Fixed-Price), description of work, delivery schedule (to include major milestones and/or completion date), and associated terms and conditions necessary for the completion of a project and not otherwise contained in the Contract. Sub-CLINs will only be considered when they have reached the Critical Decision-2/3 as described within DOE Order 413.3B, “PROGRAM AND PROJECT MANAGEMENT FOR THEACQUISITION OF CAPITAL ASSETS.” (d) Construction projects which are not Capital Projects, as defined herein, are within the scope of CLIN 0002 and shall be performed or managed by the Contractor as directed by the Government. Such construction projects may be assigned by Work Authorizations or a sub-CLIN under CLIN 0004 which may include construction- related clauses prescribed in the Federal Acquisition Regulation and/or the Department of Energy Acquisition Regulation in effect at the time of the issuance of the Work Authorization (if not already included in this Contract). The Contractor agrees to comply with such clauses. (e) The Government reserves the right to have other contractors perform or manage any or all construction projects, including Capital Construction Projects, or any portion thereof at Los Alamos National Laboratory sites. The Contractor agrees to provide site access to such other contractors or government entities and to cooperate with, accommodate, and to provide such logistical support to such other contractors or government entities as needed and/or as directed by the Contracting Officer. Added project costs resulting from the Contractor’s failure to cooperate with any such other contractors (such as delay costs), regardless of whether incurred by the Contractor or such other contractor(s) or by the Government, shall be borne by the Contractor and shall not be an allowable cost of this Contract. Activities conducted pursuant to this paragraph related costs are within the scope of CLIN 0002.. H-19 LABORATORY, PLANT, AND SITE STRATEGIC PLANNING GUIDANCE [MODIFIED IN MODIFICATION P00067]

Construction Projects. For Capital Construction Projects, the Contractor agrees that the NNSA will incorporate, as appropriate, construction terms and conditions into the M&O Contract or work authorization for the completion of that project that are not otherwise contained in the M&O Contract. The work authorization will also include specific work requirements in accordance with applicable DOE Orders and the Contract’s Section I Clause entitled “DEAR 970.5211-1, Work Authorization.” The Contractor shall provide the personnel, equipment, materials, supplies, and services (except as may be furnished by the Government) and otherwise do all things necessary for, or incidental to, the efficient, effective, and safe management and/or performance of Capital Projects as the Parties may agree. (a) Capital Construction Projects are defined for the purposes of this Contract as construction projects which are anticipated to exceed a total of $50M for all design and construction costs. (b) The Contracting Officer may, in its sole discretion, direct the Contractor to manage and/or perform Capital Construction Projects, or any portion thereof, as they arise. The Parties shall establish by mutual agreement the price and applicable price structure (such as Firm Fixed Price, Cost-Plus Incentive-Fee, or other price structures as agreed) and any special terms and conditions which shall apply to each Capital Construction Project. The Contractor agrees to enter into good-faith negotiations with the Government to establish the price, price structure, and special terms and conditions which may apply to each Capital Construction Project. However, if the Parties cannot reach mutual agreement, the Contracting Officer may, within its sole discretion, (1) withdraw the direction to perform and/or manage a particular Capital Construction Project or (2) direct the Contractor to proceed with the performance and/or management of the Capital Construction Project in accordance with specified terms and conditions via a unilateral contract modification, in which case the Contractor shall be entitled to an equitable adjustment. If the Parties are unable to agree on an equitable adjustment, the matter shall be treated as a dispute under the Disputes Clause of this Contract and the Contractor shall diligently proceed with the performance or management of the Capital Construction Project pending the final outcome of the dispute. (c) Each Capital Construction Project which is authorized under this contract shall be identified via bilateral contract modification, to include SUB-CLINs, project title, contract type (such as Performance Based Incentive Fee or Firm-Fixed-Price), description of work, delivery schedule (to include major milestones and/or completion date), and associated terms and conditions necessary for the completion of a project and not otherwise contained in the Contract. Sub-CLINs will only be considered when they have reached the Critical Decision-2/3 as described within DOE Order 413.3B, “PROGRAM AND PROJECT MANAGEMENT FOR THEACQUISITION OF CAPITAL ASSETS.” (d) Construction projects which are not Capital Projects, as defined herein, are within the scope of CLIN 0002 and shall be performed or managed by the Contractor as directed by the Government. Such construction projects may be assigned by Work Authorizations or a sub-CLIN under CLIN 0004 which may include construction- related clauses prescribed in the Federal Acquisition Regulation and/or the Department of Energy Acquisition Regulation in effect at the time of the issuance of the Work Authorization (if not already included in this Contract). The Contractor agrees to comply with such clauses. (e) The Government reserves the right to have other contractors perform or manage any or all construction projects, including Capital Construction Projects, or any portion thereof at Los Alamos National Laboratory sites. The Contractor agrees to provide site access to such other contractors or government entities and to cooperate with, accommodate, and to provide such logistical support to such other contractors or government entities as needed and/or as directed by the Contracting Officer. Added project costs resulting from the Contractor’s failure to cooperate with any such other contractors (such as delay costs), regardless of whether incurred by the Contractor or such other contractor(s) or by the Government, shall be borne by the Contractor and shall not be an allowable cost of this Contract. Activities conducted pursuant to this paragraph related costs are within the scope of CLIN 0002. H-19 LABORATORY, PLANT, AND SITE STRATEGIC PLANNING GUIDANCE [MODIFIED IN MODIFICATION P00067] A key element to sound laboratory stewardship and governance is a shared strategic level vision for the future of the laboratory and the strategic investments necessary across mission support areas to assure the laboratory’s continued future vitality and capability to perform its missions. To aid in strengthening this alignment, the M&O partner leadership from each NNSA Laboratory shall work in coordination with NNSA field office and HQ functional and program leadership in developing and presenting annual laboratory strategic plans. To enable a uniform and consistent reporting approach and to allow for the process to evolve and change as necessary, NNSA will provide annual report and presentation guidance. The information from these activities provides the starting point for periodic and continuous discussions between the DOE/NNSA and management and operating partners’ leadership about the site’s future directions, immediate and long range challenges, and resource needs. The results of these activities are intended to ensure alignment with agency goals, priorities, and budgets.

Construction Projects. a) For Capital Construction Projectseach construction project performed under CLIN 0003, the Contractor agrees that the NNSA will incorporate, as appropriateby mutual agreement, appropriate Sub-CLIN specific construction terms and conditions into the M&O Contract or work authorization concurrent with the award of each Sub-CLIN for the completion of that project that are not otherwise contained in the M&O Contract. The work authorization Sub- CLIN will also include specific work requirements (e.g. project title, description of work, delivery schedule (to include major milestones and/or completion dates), in accordance with DOE O 413.3 and other applicable DOE Orders and the Contract’s Section I Clause entitled “DEAR 970.5211-1, Work Authorization.” The Contractor shall provide the personnel, equipment, materials, supplies, and services (except as may be furnished by the Government) and otherwise do all things necessary for, or incidental toOrders. When deemed appropriate, the efficientNNSA may also identify requirements applicable to work performed under CLIN 0001 (e.g., effective, and safe management and/or performance portions of Capital Projects as the Parties may agreeDOE O 413.3) that would not apply to a given Sub-CLIN. (ab) Capital Construction Projects are defined defined, for the purposes of this Contract Contract, as construction projects which are anticipated to exceed a total of $50M for all design and construction costs. (b1) The Contracting Officer may, in its sole discretion, may direct the Contractor to manage and/or perform Capital Construction Projects, or any portion thereof, under CLIN 0003 as they arise. The Parties shall establish by mutual agreement the price and applicable price structure (such as Firm Fixed Price, Cost-Plus Incentive-Fee, or other price structures as agreed) and any special terms and conditions which shall apply to each Capital Construction Project. The Contractor agrees to enter into good-faith negotiations with the Government to establish the price, price structure, and special mutually agreeable terms and conditions which may that will apply to each Capital Construction Project. However, if the Parties cannot reach mutual agreement, the Contracting Officer may, within its sole discretion, (1) may withdraw the direction to manage and/or perform and/or manage a particular Capital Construction Project or or, (2) direct the Contractor to proceed with the management and/or performance and/or management of the Capital Construction Project in accordance with specified terms and conditions via a unilateral contract modification. If the contractor is directed to proceed as stated above, in which case the Contractor shall may be entitled to an equitable adjustmentadjustment in accordance with the terms of the Contract. If the Parties are unable to agree on an a request for equitable adjustmentadjustment submitted by the Contractor, the matter shall be treated as a dispute under the Disputes Clause of this Contract and the Contractor shall diligently proceed with the management and/or performance or management of the Capital Construction Project pending the final outcome of the dispute. (c) Each Capital Construction Project which is authorized under this contract shall be identified via bilateral contract modification, to include SUB-CLINs, project title, contract type (such as Performance Based Incentive Fee or Firm-Fixed-Price), description of work, delivery schedule (to include major milestones and/or completion date), and associated terms and conditions necessary for the completion of a project and not otherwise contained in the Contract. Sub-CLINs will only be considered when they have reached the Critical Decision-2/3 as described within DOE Order 413.3B, “PROGRAM AND PROJECT MANAGEMENT FOR THEACQUISITION OF CAPITAL ASSETS.” (d) Construction projects which are that do not meet the definition of Capital Projects, as defined hereinConstruction Projects provided in paragraph (b) of this clause, are within the scope of CLIN 0002 0001 and shall be performed or managed by the Contractor as directed by the Government. Such construction projects may be assigned by Work Authorizations or a sub-CLIN under CLIN 0004 which may include construction- related clauses prescribed in the Federal Acquisition Regulation and/or the Department of Energy Acquisition Regulation in effect at the time of the issuance of the Work Authorization (if not already included in this Contract). The Contractor agrees to comply with such clauses. (e) The Government reserves the right to have other contractors perform or manage any or all construction projects, including Capital Construction Projects, or any portion thereof at Los Alamos National Laboratory sites. The Contractor agrees to provide site access to such other contractors or government entities and to cooperate with, accommodate, and to provide such logistical support to such other contractors or government entities as needed and/or as directed by the Contracting Officer. Added project costs resulting from the Contractor’s failure to cooperate may engage with any such other contractors (such as delay costs), regardless of whether incurred by the Contractor or such other contractor(s) or by the Government, shall be borne by the Contractor and shall not be an allowable cost of this Contract. Activities conducted pursuant to this paragraph related costs are determine whether a construction project that is within the scope of CLIN 00020001 may be suitable for performance under CLIN 0003. If the parties agree that a construction project not meeting the definition of a Capital Construction Project may be performed under CLIN 0003, the Parties shall establish the Sub-CLIN in accordance with the provisions of paragraphs a), and b), above and Section B-9 of this Contract. d) For construction projects performed under CLIN 0001, appropriate construction terms and conditions necessary for the completion of that project, and not otherwise contained in the M&O Contract, will be incorporated into the Contract or a work authorization, as appropriate. The work authorization will also include specific work requirements in accordance with applicable DOE Orders and the Contract’s Section I clause entitled “DEAR 970.5211-1, Work Authorization.” (ix) Section J, Xxxxxxxx A, CHAPTER II. Work Scope Structure is modified by updating section 1.1.3 Readiness in Technical Base and Facilities (RTBF): From:

Construction Projects. For Capital Should Tenant desire to expand an existing Premises or construct a new facility on any Premise covered, or proposed to be covered, by this Lease (each, a "CONSTRUCTION PROJECT"), Tenant shall submit a proposal for such Construction Project to Landlord, which proposal shall include (i) a budget for such Construction Project, (ii) pro-forma computations and other information, in reasonable detail, projecting the Coverage Ratio for Tenant for the twelve (12) month period immediately following the date on which such Construction Project is scheduled to be completed and become operational, assuming for purposes of such calculation that the Additional Bonds for such Construction Project have been issued and (iii) such other information as may be reasonably requested by Landlord. If such proposal demonstrates that Tenant will be in compliance with the Minimum Coverage Ratio after such Construction Project has been completed and is operational, Landlord shall conditionally approve such Construction Project, and shall negotiate in good faith with Tenant with respect to a new Addendum. Thereafter, Tenant may elect to advance its own funds to expand an existing Premise or to construct a new facility on any Premise already covered by this Lease and in such event Landlord shall have no obligation to issue Additional Bonds until (a) the aggregate amount of all funds advanced by Tenant for all such Construction Projects, the Contractor agrees that the NNSA will incorporatetogether with estimated transaction expenses associated with issuance of Additional Bonds, shall be such as appropriate, construction terms to enable Landlord to issue Additional Bonds in a cost-effective and conditions into the M&O Contract or work authorization for the completion of that project that are not otherwise contained in the M&O Contract. The work authorization will also include specific work requirements in accordance with applicable DOE Orders financially responsible manner and the Contract’s Section I Clause entitled “DEAR 970.5211-1, Work Authorization.” The Contractor shall provide the personnel, equipment, materials, supplies, and services (except as may be furnished by the Government) and otherwise do all things necessary for, or incidental to, the efficient, effective, and safe management and/or performance of Capital Projects as the Parties may agree. (a) Capital Construction Projects are defined for the purposes of this Contract as construction projects which are anticipated to exceed a total of $50M for all design and construction costs. (b) The Contracting Officer mayTenant and Landlord shall have agreed to revised EXHIBITS A AND B. Upon satisfaction by Tenant of the conditions precedent set forth (i) in this Section of ARTICLE XV and (ii) in SECTION 2.1 of the Indenture, in its sole discretionand upon execution and delivery of a new Addendum and revised EXHIBITS A AND B, direct Landlord then agrees to use all reasonable efforts to issue Additional Bonds to finance such construction of such Construction Projects pursuant to SECTION 2.1 of the Contractor Indenture to manage and/or perform Capital Construction Projectsthe extent applicable; provided, however, that Landlord shall have no liability to Tenant, or be required to reimburse Tenant for, any portion thereof, as they arise. The Parties shall establish by mutual agreement expenditures made or costs incurred in the price and applicable price structure (such as Firm Fixed Price, Cost-Plus Incentive-Fee, or other price structures as agreed) and any special terms and conditions which shall apply to each Capital Construction Project. The Contractor agrees to enter into good-faith negotiations with the Government to establish the price, price structure, and special terms and conditions which may apply to each Capital Construction Project. However, if the Parties cannot reach mutual agreement, the Contracting Officer may, within its sole discretion, (1) withdraw the direction to perform and/or manage a particular Capital Construction Project or (2) direct the Contractor to proceed with the performance and/or management of the Capital Construction Project in accordance with specified terms and conditions via a unilateral contract modification, in which case the Contractor shall be entitled to an equitable adjustment. If the Parties are event Landlord is unable to agree on an equitable adjustment, the matter shall be treated as a dispute under the Disputes Clause of this Contract and the Contractor shall diligently proceed with the performance or management of the Capital Construction Project pending the final outcome of the disputeissue Additional Bonds. (c) Each Capital Construction Project which is authorized under this contract shall be identified via bilateral contract modification, to include SUB-CLINs, project title, contract type (such as Performance Based Incentive Fee or Firm-Fixed-Price), description of work, delivery schedule (to include major milestones and/or completion date), and associated terms and conditions necessary for the completion of a project and not otherwise contained in the Contract. Sub-CLINs will only be considered when they have reached the Critical Decision-2/3 as described within DOE Order 413.3B, “PROGRAM AND PROJECT MANAGEMENT FOR THEACQUISITION OF CAPITAL ASSETS.” (d) Construction projects which are not Capital Projects, as defined herein, are within the scope of CLIN 0002 and shall be performed or managed by the Contractor as directed by the Government. Such construction projects may be assigned by Work Authorizations or a sub-CLIN under CLIN 0004 which may include construction- related clauses prescribed in the Federal Acquisition Regulation and/or the Department of Energy Acquisition Regulation in effect at the time of the issuance of the Work Authorization (if not already included in this Contract). The Contractor agrees to comply with such clauses. (e) The Government reserves the right to have other contractors perform or manage any or all construction projects, including Capital Construction Projects, or any portion thereof at Los Alamos National Laboratory sites. The Contractor agrees to provide site access to such other contractors or government entities and to cooperate with, accommodate, and to provide such logistical support to such other contractors or government entities as needed and/or as directed by the Contracting Officer. Added project costs resulting from the Contractor’s failure to cooperate with any such other contractors (such as delay costs), regardless of whether incurred by the Contractor or such other contractor(s) or by the Government, shall be borne by the Contractor and shall not be an allowable cost of this Contract. Activities conducted pursuant to this paragraph related costs are within the scope of CLIN 0002.