Common use of FLOW-THROUGH PROVISIONS Clause in Contracts

FLOW-THROUGH PROVISIONS. 5.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with the provisions set out in Exhibit K and Exhibit K-1 to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K and Exhibit K-1 as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K and Exhibit K-1, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the services provided thereunder. 5.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.

FLOW-THROUGH PROVISIONS. ‌ 5.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with the provisions set out in Exhibit K and Exhibit K-1 to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K and Exhibit K-1 as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K and Exhibit K-1, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the services provided thereunder. 5.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.

FLOW-THROUGH PROVISIONS. 5.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with the provisions set out in Exhibit K “K” and Exhibit K-1 “K-1” to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K “K” and Exhibit K-1 “K-1” as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K “K” and Exhibit “K-1”, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor DocuSign Envelope ID: 3D41A41B-FF47-4D67-9005-F69495B5A611 must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the services provided thereunder. 5.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.

FLOW-THROUGH PROVISIONS. 5.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with that contains the provisions set out in Exhibit K and Exhibit K-1 I to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K and Exhibit K-1 I as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K and Exhibit K-1I, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the services provided thereunder. 5.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.

FLOW-THROUGH PROVISIONS. 5.23.1 6.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with that contains the provisions set out in Exhibit K and Exhibit K-1 “I” to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K and Exhibit K-1 “I” as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K and Exhibit K-1“I”, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement Agreement, any Task Order, and the services provided thereunder. If the Parties fail to reach an agreement, Contractor may submit a dispute in accordance with Section 6.21 of this Agreement. Contractor may utilize the Section 6.21 dispute resolution process under this Section regardless of whether the dispute involves a question of law. 5.23.2 6.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreementthe applicable Task Order(s), or (ii) terminate the Agreementapplicable Task Order(s). The applicant/Contractor hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at 41 CFR Chapter 60, which is paid for in whole or in partpart with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this Agreement, the Contractor agrees as follows: (1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The Contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee’s essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Contractor’s legal duty to furnish information. (4) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other agreement or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Contractor’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government Agreements or federally assisted construction Agreements in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant/Contractor further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, that if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The applicant/Contractor agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of Contractor and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency’s primary responsibility for securing compliance. The applicant/ Contractor further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a Contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon Contractor and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. For purposes of this Exhibit G-1, "Program or Activity” shall refer to the Project and “Provider" shall refer to "Contractor", as applicable If applicable to a Program or Activity, Provider must be in compliance with the following laws, rules, and regulations; and any other state, federal, or local laws, rules, and regulations as may become applicable throughout the term of the Contract, and Provider acknowledges that this list may not include all such applicable laws, rules, and regulations.