MTU Onsite Energy Corp. GENERAL TERMS AND CONDITIONS OF PURCHASE -- FAR AND DFARS FLOW-DOWNS FOR U.S. GOVERNMENT CONTRACTS MTU Onsite Energy Corp.
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1 TERMS FOR FIRM-FIXED PRICE SUBCONTRACTS, PURCHASE ORDERS Page 1 AND DELIVERY ORDERS ISSUED UNDER U.S. GOVERNMENT CONTRACTS TERMS FOR FIRM-FIXED PRICE SUBCONTRACTS, PURCHASE ORDERS Page 3 AND DELIVERY ORDERS ISSUED UNDER U.S. GOVERNMENT CONTRACTS TERMS FOR FIXED-PRICE SUBCONTRACTS, PURCHASE ORDERS, Page 5 AND DELIVERY ORDERS WITH PROSPECTIVE PRICE REDETERMINATION IN SUPPORT OF U.S. GOVERNMENT CONTRACTS TERMS FOR FIRM-FIXED PRICE SUBCONTRACTS, PURCHASE ORDERS AND DELIVERY ORDERS ISSUED UNDER U.S. GOVERNMENT CONTRACTS FAR 12 SUPPLIES AND SERVICES PO Terms - U.S. FAR/DFARS Clause Flow-Downs for U.S. Government Contracts General information: When the materials or products furnished are for use in connection with a U.S. Government contract or subcontract, in addition to s General Terms and Conditions, the following provisions shall apply, as required by the terms of the prime contract, or by operation of law or regulation. Otherwise, s General Terms and Conditions shall govern in the event of a conflict between these FAR and DFARS provisions and MTU Onsite Energy Corp. s General Provisions. Clauses in this document may not be applicable to specific orders due to the type of subcontract/purchase order to be issued, dollar thresholds under requirements of the FAR, DFARS or Public Law or Mandatory Flow Down requirements of a particular prime contract. Clauses that are not applicable are deemed self-deleting, shall not be removed from this document, and will be considered by all parties to be without force and effect. It is the Seller s obligation to contact regarding any confusion, ambiguity, or questions the Seller may have regarding applicability of the following clauses. The FAR and DFAR clause cited below, where applicable by their terms, are incorporated herein by reference as if set forth in full text. The full text of all clauses incorporated by reference is available at The effective version of each FAR or DFAR clause shall be the same version as that which appears in Buyer s prime contract, or higher-tier subcontract under which this Agreement is a subcontract. If so identified, this Order is a rated order certified for national defense use and Seller shall follow all the requirements of the Defense Priorities and Allocation System (DPAS) Regulation (15 C.F.R. Part 700). Where necessary to make the context of these clauses applicable to this document, the term "Contractor" shall mean "Seller," the term "Contract" shall mean this "Purchase Order," and the Terms "Government," "Contacting Officer," and equivalent phrases shall include "Buyer." All referenced FAR/DFARS clause numbers refer to current clauses and revisions in effect as of the date of the Government prime contact referenced in this Purchase Order. Copies of FAR/DFARS may be obtained from several sources to include the Government Printing Office, Washington, D.C. and on-line at Definitions (JAN 12) Gratuities (APR 1984) Covenant Against Contingent Fees (MAY 2014) Restrictions on Subcontractor Sales to the Government (SEP 2006) Alt I Contractor Code of Business Ethics and Conduct (APR 10) [applicable if subcontract exceeds $5,000,000 and period of performance exceeds 120 days. In altering this clause to identify the appropriate parties, all disclosures of violations of the civil False Claims Act or of Federal criminal law shall be directed to the agency Office of the Inspector General, with a copy to the Contracting Officer) Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (JUN 10) [applicable if subcontract is funded under the Recovery Act] Preventing Personal Conflicts of Interest (DEC 2011) Contractor Employee Whistleblower Rights and Requirement To Inform Employees of Whistleblower Rights (APR 2014) Printed or Copied Double-Sided on Postconsumer Fiber Content Paper Personal Identity Verification of Contractor Personnel (JAN 2011) Data Universal Numbering System Number Maintenance (DEC 2012) System for Award Management Maintenance (JUL Service Contract Reporting Requirements (JAN 2014) Commercial and Government Entity Code Maintenance (NOV 2014) Incorporation by Reference of Representations and Certifications (DEC 2014) Update of Publicly Available Information Regarding Responsibility Matters 9JUL Prohibition on Contracting with Inverted Domestic Corporations (DEC 2014) Defense Priority and Allocation Requirements (APR 08) Contract Terms and Conditions Required to Implement Statutes or Executive Orders Commercial Items (DEC 2014) Utilization of Small Business Concerns (JUL [if subcontract (except subcontracts to small business concerns) exceeds $650,000, subcontractor must include this clause in any lower tier subcontracts] Small Business Subcontracting Plan (OCT 2014) Non-displacement of Qualified Workers (JAN [applicable if subcontract for services in excess of $150,000] Equal Opportunity (MAR 07) Equal Opportunity for Veterans (SEP 10) Affirmative Action for Workers with Disabilities (OCT 10) Notification of Employee Rights Under the National Labor Relations Act (DEC 10) Service Contract Labor Standards (MAY 2014) Combating Trafficking in Persons (MAR 2015) Employment Eligibility Verification (AUG [applicable unless COTS] Minimum Wages Under Executive Order (DEC 2014) Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 11) Restrictions on Certain Foreign Purchases (JUN 2008) Worker s Compensation Insurance (Defense Base Act) (APR 84) Subcontracts for Commercial Items (JUL Earned Value Management System (MAY 2014) Government Property (APR 12) [if applicable] Preference for U.S.-Flag Air Carriers (JUN 03) [applicable if subcontract involves international air transportation] Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) Disclosure of Information (AUG 2015) Compliance with Safeguarding Covered Defense Information Controls (AUG 2015) Limitations on the Use or Disclosure of Third-Party Contractor Reported Cyber Incident Information (AUG 2015) Safeguarding Covered Defense Information and Cyber Incident Reporting (AUG 2015) Page 1 of 7
2 Item Identification and Valuation (JUN [applicable if included in prime contract] Changes (1991) Drug Free Work Force (SEP 1988) Prohibition on Hexavalent Chromium (JUN Report of Intended Performance Outside the United States and Canada Submission after Award (OCT 2010) Restriction on Acquisition of Specialty Metals (MAR Restriction on Acquisition of Certain Articles Containing Specialty Metals (JUN Contractor Personnel Authorized to Accompany U.S. Armed Forces Deployed Outside the United States (FEB [applicable if subcontractor personnel are authorized to accompany U.S. Armed Forces deployed outside the United States] Antiterrorism/Force Protection Policy for Defense Contractors Outside the United States (MAR 06) Export Controlled Items (JUN Rights in Technical Data Noncommercial Items (JUN [applicable to commercial items if such commercial items are or were developed in any part at Government expense] Technical Data Commercials Items (JUN Validation of Restrictive Markings on Technical Data (JUN Contractor Business Systems (FEB 2012) Subcontracts for Commercial Items (JUN Notification of Potential Safety Issues JUN [applies to (i) parts identified as critical safety items, (ii) systems and subsystems, assemblies and subassemblies integral to a system, or (iii) repair, maintenance, logistics support or overhaul services for systems and subsystems, assemblies, subassemblies, and parts integral to a system] Contractor Counterfeit Electronic Part Detection and Avoidance System (MAY 2014) Transportation of Supplies by Sea (JUN [use ALT I if supplies are shipped in support of U.S. contingency operations, exercises, or forces deployed in humanitarian or peacekeeping operations; use ALT III if subcontract is below $150,000] The supplier must have a certification from the OCM/ OEM, and that certification shall be delivered with each lot/ shipment. Companies that procure electrical, electronic and electro-mechanical parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that meets the intent of SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers that deliver next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Suppliers of next higher assemblies shall specify on their purchase order to their sub-tier suppliers that they shall only procure electrical, electronic and electro-mechanical parts from the original manufacturer of the part or the original manufacturer's franchised distributor only. b) Non-Electrical Parts Companies that procure non-electrical standard parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that is similar to, and meets the intent of, SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers of next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Distributors or brokers that supply non-electrical standard parts, like fasteners, nuts, washers, springs, o-rings, inserts, and pins, must have a certification from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM), and that certification shall be delivered with each lot/ shipment. Conflict Minerals Requirement Notification of Transportation of Supplies by Sea (MAR 00) [applicable if supplies are shipped in support of U.S. contingency operations, exercises, or forces deployed in humanitarian or peacekeeping operations] Counterfeit Parts a) Electrical Parts All electrical, electronic and electro-mechanical parts delivered and/or used in the manufacture of deliverable products shall be from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM) or their franchised distributor. If you are supplying a product, i.e. an item other than services, software or data, your delivered product is not to contain any conflict minerals, tantalum, tungsten, tin or gold, that originated in the Democratic Republic of the Congo or any adjoining countries which are defined as Angola, Burundi, Central African Republic, Congo Republic (a different nation than DRC), Rwanda, Sudan, Tanzania, Uganda, and Zambia. This requirement must be flowed down to all of your subtier suppliers. If at any stage of manufacture or production it is determined by you or any of your subtier suppliers that any conflict minerals that were incorporated into the product(s) being delivered to Rolls- Royce, originated in a covered country, you must provide a listing of the conflict mineral(s) and original covered country. (END OF CLAUSE) Parts shall not be acquired from independent distributors or brokers. TERMS FOR FIRM-FIXED PRICE SUBCONTRACTS, PURCHASE ORDERS AND DELIVERY ORDERS ISSUED UNDER U.S. GOVERNMENT CONTRACTS - FAR 15 SUPPLIES AND/OR SERVICES - FAR 15 AND FAR 12 SUPPLIES AND/OR SERVICES General information: When the materials or products furnished are for use in connection with a U.S. Government contract or subcontract, in addition to s General Terms and Conditions, the following provisions shall apply, as required by the terms of the prime contract, or by operation of law or regulation. Otherwise, s General Terms and Conditions shall govern in the event of a conflict between these FAR and DFARS provisions and MTU Onsite Energy Corp. s General Provisions. Clauses in this document may not be applicable to specific orders due to the type of subcontract/purchase order to be issued, dollar thresholds under requirements of the FAR, DFARS or Public Law or Mandatory Flow Down requirements of a particular prime contract. Clauses that are not applicable are deemed self-deleting, shall not be removed from this document, and will be considered by all parties to be without force and effect. It is the Seller s obligation to contact regarding any confusion, ambiguity, or questions the Seller may have regarding applicability of the following clauses. The FAR and DFAR clause cited below, where applicable by their terms, are incorporated herein by reference as if set forth in full text. The full text of all clauses incorporated by reference is available at The effective version of each FAR or DFAR clause shall be the same version as that which appears in Buyer s prime contract, or higher-tier subcontract under which this Agreement is a subcontract. If so identified, this Order is a rated order certified for national defense use and Seller shall follow all the requirements of the Defense Priorities and Allocation System (DPAS) Regulation (15 C.F.R. Part 700). Where necessary to make the context of these clauses applicable to this document, the term "Contractor" shall mean "Seller," the term "Contract" shall mean this "Purchase Order," and the Terms "Government," "Contacting Officer," and equivalent phrases shall include "Buyer." All referenced FAR/DFARS clause numbers refer to current clauses and revisions in effect as of the date of the Government prime contact referenced in this Purchase Order. Copies of FAR/DFARS may be obtained from several sources to include the Government Printing Office, Washington, D.C. and on-line at Definitions (JAN 12) Gratuities (APR 84) Covenant Against Contingent Fees (APR 84) Price or Fee Adjustment for Illegal or Improper Activity (JAN 97) Whistleblower Protections Under the American Recovery and Reinvestment Act Of 2009 (JUN 2010) Preventing Personal Conflicts of Interest (DEC 2011) Page 2 of 7
3 Security Requirement (AUG 96) [applies if access to classified information required] Personal Identity Verification of Contractor Personnel (JAN 2011) Reporting Executive Compensation and First-Tier Subcontract Awards (Jul 20 [for information purposes only] Data Universal Numbering System Numbering Maintenance (DEC 2012) System for Award Management Maintenance (JUL Service Contract Reporting Requirements (JAN 2014) Service Contract Reporting Requirements for Indefinite-Delivery Contracts (JAN 2014) Commercial and Government Entity Code Maintenance (NOV 2014) Incorporation by Reference of Representations and Certifications (DEC 2014) Protecting the Government s Interests When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment (DEC 10) [applies if subcontract > $30,000] Material Requirements (AUG 00) Defense Priority and Allocation Requirements (APR 08) [applies if a Rated Order] Facilities Capital Cost of Money (JUN 03) [applies if subcontract is subject to FAR 31.2 cost principles and seller proposed facilities capital cost of money] Waiver of Facilities Capital Cost of Money (OCT 97) [applies if subcontract is subject to FAR 31.2 cost principles and seller did not propose facilities capital cost of money] Requirements for Certified Cost or Pricing Data or Information Other Than Certified Cost or Pricing Data Modifications (OCT 10) Utilization of Small Business Concerns (JUL [if subcontract (except subcontracts to small business concerns) exceeds $650,000, subcontractor must include this clause in any lower tier subcontracts] Notice to the Government of Labor Disputes (FEB 97) Walsh-Healey Public Contracts Act (OCT 10) [applies if subcontract > $15,000] Prohibition of Segregated Facilities (FEB 99) Equal Opportunity (MAR 07) Affirmative Action for Workers with Disabilities (OCT 10) [applies if subcontract > $15,000] Notification of Employee Rights under the National Labor Relations Act (DEC 10) [applies if subcontract >$10,000] Service Contract Labor Standards (MAY 2014) Combating Trafficking in Persons (MAR 15) Employment Eligibility Verification (AUG [applicable if subcontract > $3,000; not applicable to COTS] Minimum Wages Under Executive Order (DEC 2014) Hazardous Material Identification and Material Safety Data (JAN 97) Ozone-Depleting Substances (MAY 01) Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG11) [applies if subcontract > $3,000] Buy American Act -- Supplies (FEB 09) Buy American Act-North American Free Trade Agreement-Israeli Trade Act (NOV 12) Trade Agreements (SEP 12) Duty Free Entry (OCT 10) [applies if supplies will be imported into the Customs territory of the United States] Restrictions on Certain Foreign Purchases (JUN 08) Patent Indemnity (APR 84) Refund of Royalties (APR 84) Filing of Patent Applications - Classified Subject Matter (DEC 07) [applies if classified subject matter] Patent Rights Ownership by the Contractor (DEC 07) [applicable to All subcontracts for experimental, developmental, or research work to be performed by a small business concern] Rights in Data - General (DEC 07) Insurance Work on a Government Installation (Jan 97) [applicable if subcontract requires work on a government installation] Industrial Resources Developed Under Defense Production Act Title III ( DEC 94) Stop-Work Order (AUG 89) Government Delay of Work (APR 84) Changes Fixed-Price (AUG 87) Subcontracts for Commercial Items (JUL Government Property (APR 12) Use and Charges (APR 12) Inspection of Supplies Fixed-Price (AUG 96) Responsibility for Supplies (APR 84) Warranty of Services (MAY 01) [applicable if subcontract for services] Preference for U.S. Flag Air Carriers (JUN 03) Preference for Privately Owned U.S. Flag Commercial Vessels (FEB 06) Termination for Convenience of the Government (Fixed Price) (APR 12) Default (Fixed Price Supply and Services) (APR 84) Disclosure of Information (AUG 2015) Compliance with Safeguarding Covered Defense Information Controls (AUG 2015) Limitations on the Use or Disclosure of Third-Party Contractor Reported Cyber Incident Information (AUG 2015) Safeguarding Covered Defense Information and Cyber Incident Reporting (AUG 2015) Item Identification and Valuation (JUN [applies if unique item identification is required] Changes (DEC 1991) Restrictions on Employment of Personnel (MAR 2000) Drug Free Work Force (SEP 1988) Prohibition of Hexavalent Chromium (JUN Buy American and Balance of Payments Program (DEC 12) Report of Intended Performance Outside the United States and Canada Submission after Award (OCT 2010) Restriction on Acquisition of Specialty Metals (MAR Restriction on Acquisition of Certain Articles Containing Specialty Metals (JUN Duty-Free Entry (JUN 12) [applies if supplies will be imported into the Customs territory of the United States and duty will exceed $200 per item] Restrictions on Acquisition of Ball and Roller Bearings (JUN 11) Trade Agreements (AUG Contractor Personnel Authorized to Accompany U.S. Armed Forces Deployed Outside the United States (FEB Antiterrorism/Force Protection Policy for Defense Contractors Outside the United States (MAR 06) [applicable to contracts that require performance or travel outside the United States] Export Controlled Items (JUN Rights in Technical Data Noncommercial Items (JUN Rights in Noncommercial Computer Software and Noncommercial Computer Software Documentation (MAY Technical Data Commercial Items (DEC 11) Rights in Bid or Proposal Information (JAN 11) Validation of Asserted Restrictions-Computer Software (SEP 11) Limitations on the Use or Disclosure of Government- Furnished Information Marked With Restrictive Legends (MAR 11) Deferred Delivery of Technical Data or Computer Software Deferred Ordering of Technical Data or Computer Software Technical Data Withholding of Payment (MAR 00) Validation of Restrictive Markings on Technical Data (JUN 12) Contractor Business Systems (FEB 2012) Pricing of Contract Modifications (DEC 91) Requests for Equitable Adjustment (MAR 98) Subcontracts for Commercial Items and Commercial Components (JUN Tagging, Labelling and Marking of Government-Furnished Property (APR 12) Warranty of Data (DEC 91) Notification of Potential Safety Issues (JUN [applies to (i) parts identified as critical safety items, (ii) systems and subsystems, assemblies and subassemblies integral to a system, or (iii) repair, maintenance, logistics support or overhaul services for any of the above] Contractor Counterfeit Electronic Part Detection and Avoidance System (MAY 2014) TINA (Truth in Negotiations Act) Standard Message IF THIS PROCUREMENT IS ANTICIPATED TO FALL UNDER PUBLIC LAW "TRUTH IN NEGOTIATIONS". YOU WILL BE REQUIRED TO SUBMIT A PROPERLY EXECUTE GT (OR REASONABLE SUBSTITUTE) AND BACK UP DOCUMENTATION PER FAR 15.4 AND TABLE COMPLIANCE WITH FORM GT 315G-SUPPLEMENT II (COST ACCOUNTING STANDARDS), OR REASONABLE SUBSTITUTE, MAY BE REQUIRED UNDER PUBLIC LAW , COST ACCOUNTING STANDARDS. Counterfeit Parts a) Electrical Parts All electrical, electronic and electro-mechanical parts delivered and/or used in the manufacture of deliverable products shall be from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM) or their franchised distributor. Parts shall not be acquired from independent distributors or brokers. The supplier must have a certification from the OCM/ OEM, and that certification shall be delivered with each lot/ shipment. Companies that procure electrical, electronic and electro-mechanical parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that meets the intent of SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers that deliver next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Suppliers of next higher assemblies shall specify on their purchase order to their sub-tier suppliers that they shall only procure electrical, electronic and electro-mechanical parts Page 3 of 7
4 from the original manufacturer of the part or the original manufacturer's franchised distributor only Transportation of Supplies by Sea (MAY 02) 3. Subcontracts in excess of $700,000 b) Non-Electrical Parts Companies that procure non-electrical standard parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that is similar to, and meets the intent of, SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers of next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Distributors or brokers that supply non-electrical standard parts, like fasteners, nuts, washers, springs, o-rings, inserts, and pins, must have a certification from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM), and that certification shall be delivered with each lot/ shipment. Conflict Minerals Requirement If you are supplying a product, i.e. an item other than services, software or data, your delivered product is not to contain any conflict minerals, tantalum, tungsten, tin or gold, that originated in the Democratic Republic of the Congo or any adjoining countries which are defined as Angola, Burundi, Central African Republic, Congo Republic (a different nation than DRC), Rwanda, Sudan, Tanzania, Uganda, and Zambia. This requirement must be flowed down to all of your sub-tier suppliers. If at any stage of manufacture or production it is determined by you or any of your sub-tier suppliers that any conflict minerals that were incorporated into the product(s) being delivered to Rolls- Royce, originated in a covered country, you must provide a listing of the conflict mineral(s) and original covered country. B. Additional applicable clauses based on subcontract amount 1. Subcontracts in excess of $100, Equal Opportunity for Veterans (SEP 10) Employment Reports on Veterans (SEP 12) 2. Subcontracts in excess of $150, Restrictions on Subcontractor Sales to the Government (SEP 06) Anti-Kickback Procedures [excluding paragraph (c)(1)] (OCT 10) Limitation on Payments to Influence Certain Federal Transactions (OCT 10) Audit and Records Negotiation (OCT 10) Integrity of Unit Prices (other than paragraph (b)) (OCT 10) Contract Work Hours and Safety Standards Act -- Overtime Compensation (JUL 05) (paragraphs (a) (d) apply) Non-displacement of Qualified Workers (JAN [applicable to subcontract for services) Authorization and Consent (DEC 07); ALT I (APR 84) [ALT I applicable if subcontract is for research and development] Notice and Assistance Regarding Patent and Copyright Infringement (DEC 07) Value Engineering (OCT 10) Prohibition on Persons Convicted of Fraud or other Defense-Contract-Related Felonies (DEC 08) Small Business Subcontracting Plan (JAN 11) Small Business Subcontracting Plan (DoD Contacts) (JUN 12) 4. Subcontracts in excess of $750, Price Reduction for Defective Certified Cost or Pricing Data (AUG 11) [applies if submission of certified cost or pricing data is required] Price Reduction for Defective Certified Cost or Pricing Data Modifications (AUG 11) [applies if submission of certified cost or pricing data is required] Subcontractor Certified Cost or Pricing Data (OCT 10) Subcontractor Certified Cost or Pricing Data -- Modifications (OCT 10) [Modifications > $700,000 unless exempt under FAR ] Pension Adjustments and Asset Reversions (OCT 10) Reversion or Adjustment of Plans for Post Retirement Benefits Other than Pensions (JUL 05) Notification of Ownership Changes (OCT 97) Limitations on Pass-Through Charges (OCT 09) Cost Accounting Standards (MAY 12) Disclosure and Consistency of Cost Accounting Practices (MAY 12) Administration of Cost Accounting Standards (JUN 10) Interest (OCT 10) Pricing Adjustments (DEC 91) 5. Subcontracts in excess of $1,000, Restrictions on the Use of Mandatory Arbitration Agreements (DEC 10) [not applicable if subcontractor s agreements with employees or independent contractors are not enforceable in a court of the United States] Waiver of United Kingdom Levies (APR 03) [applies if seller is United Kingdom company] 6. Subcontracts in excess of $1,500, Acquisition Streamlining (OCT 10) 7. Subcontracts in excess of $5,000, Contractor Code of Business Ethics (APR 10) Display of Hotline Poster(s) (DEC 07) Display of Fraud Hotline Poster(s) (DEC 12) (END OF CLAUSE) Page 4 of 7
5 TERMS FOR FIXED-PRICE SUBCONTRACTS, PURCHASE ORDERS, AND DELIVERY ORDERS WITH PROSPECTIVE PRICE REDETERMINATION IN SUPPORT OF U.S. GOVERNMENT CONTRACTS FIXED PRICE WITH PROSPECTIVE PRICE REDETERMINATION When the materials or products furnished are for use in connection with a U.S. Government contract or subcontract, in addition to s General Terms and Conditions, the following provisions shall apply, as required by the terms of the prime contract, or by operation of law or regulation. Otherwise, s General Terms and Conditions shall govern in the event of a conflict between these FAR and DFARS provisions and MTU Onsite Energy Corp. s General Provisions. Clauses in this document may not be applicable to specific orders due to the type of subcontract/purchase order to be issued, dollar thresholds under requirements of the FAR, DFARS or Public Law or Mandatory Flow Down requirements of a particular prime contract. Clauses that are not applicable are deemed self-deleting, shall not be removed from this document, and will be considered by all parties to be without force and effect. It is the Seller s obligation to contact regarding any confusion, ambiguity, or questions the Seller may have regarding applicability of the following clauses. The FAR and DFAR clause cited below, where applicable by their terms, are incorporated herein by reference as if set forth in full text. The full text of all clauses incorporated by reference is available at The effective version of each FAR or DFAR clause shall be the same version as that which appears in Buyer s prime contract, or higher-tier subcontract under which this Agreement is a subcontract. If so identified, this Order is a rated order certified for national defense use and Seller shall follow all the requirements of the Defense Priorities and Allocation System (DPAS) Regulation (15 C.F.R. Part 700). Where necessary to make the context of these clauses applicable to this document, the term "Contractor" shall mean "Seller," the term "Contract" shall mean this "Purchase Order," and the Terms "Government," "Contacting Officer," and equivalent phrases shall include "Buyer." All referenced FAR/DFARS clause numbers refer to current clauses and revisions in effect as of the date of the Government prime contact referenced in this Purchase Order. Copies of FAR/DFARS may be obtained from several sources to include the Government Printing Office, Washington, D.C. and on-line at Definitions (JAN 12) Gratuities (APR 84) Covenant Against Contingent Fees (APR 84) Price or Fee Adjustment for Illegal or Improper Activity (JAN 97) Security Requirement (AUG 96) [applies if access to classified information required] Reporting Executive Compensation and First-Tier Subcontract Awards (JUL [for information purposes only] Protecting the Government s Interests When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment (AUG [applies if subcontract > $30,000 and not COTS] Material Requirements (AUG 00) Defense Priority and Allocation Requirements (APR 08) [applies if a Rated Order] Price Reduction for Defective Certified Cost or Pricing Data Modifications (AUG 11) [applies if submission of certified cost or pricing data is required] Facilities Capital Cost of Money (JUN 03) [applies if subcontract is subject to FAR 31.2 cost principles and seller proposed facilities capital cost of money] Waiver of Facilities Capital Cost of Money (OCT 97) [applies if subcontract is subject to FAR 31.2 cost principles and seller did not propose facilities capital cost of money] Requirements for Certified Cost or Pricing Data or Information Other Than Certified Cost or Pricing Data Modifications (OCT 10) Price Redetermination Prospective (OCT 97) Notice to the Government of Labor Disputes (FEB 97) Walsh-Healey Public Contracts Act (OCT 10) [applies if subcontract > $15,000] Prohibition of Segregated Facilities (FEB 99) Equal Opportunity (MAR 07) Affirmative Action for Workers with Disabilities (OCT 10) [applies if subcontract > $15,000] Notification of Employee Rights under the National Labor Relations Act (DEC 10) [applies if subcontract >$10,000] Service Contract Labor Standards (MAY 2014) Combating Trafficking in Persons (MAR 15) Employment Eligibility Verification (AUG [applicable if subcontract > $3,000; does not apply to COTS] Minimum Wages Under Executive Order (DEC 2014) Hazardous Material Identification and Material Safety Data (JAN 97) Ozone-Depleting Substances (MAY 01) Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 11) [applies if subcontract > $3,000] Buy American Act -- Supplies (FEB 09) Buy American Act-North American Free Trade Agreement- Israeli Trade Act (NOV 12) Trade Agreements (SEP 12) Duty Free Entry (OCT 10) [applies if supplies will be imported into the Customs territory of the United States] Restrictions on Certain Foreign Purchases (JUN 08) Patent Indemnity (APR 84) Filing of Patent Applications - Classified Subject Matter (DEC 07) [applies if classified subject matter] Patent Rights Ownership by the Contractor (DEC 07) [applicable to all subcontracts for experimental, developmental, or research work to be performed by a small business concern] Rights in Data - General (DEC 07) Insurance Work on a Government Installation (Jan 97) [applicable if subcontract requires work on a government installation] Industrial Resources Developed Under Defense Production Act Title III (DEC 94) Stop-Work Order (AUG 89) Changes Fixed-Price (AUG 87) Subcontracts for Commercial Items (JUL Government Property (APR 12) [use ALT I if applicable] Use and Charges (APR 12) Inspection of Supplies Fixed-Price (AUG 96) Responsibility for Supplies (APR 84) Warranty of Services (MAY 01) [applicable if subcontract is for services] Preference for U.S.-Flag Air Carriers (JUN 03) Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 06) Termination for Convenience of the Government (Fixed- Price) (APR 12) Default (Fixed Price Supply and Services) (APR 84) Disclosure of Information (AUG 15) Compliance with Safeguarding Covered Defense Information Controls (AUG 15) Limitations on the Use or Disclosure of Third-Party Contractor Reported Cyber Incident Information (AUG 15) Safeguarding Covered Defense Information and Cyber Incident Reporting (AUG 15) Item Identification and Valuation (JUN 11) [applies if unique item identification is required] Changes (DEC 1991) Restrictions on Employment of Personnel (MAR 2000) Drug Free Work Force (SEP 1988) Prohibition of Hexavalent Chromium (JUN Buy American and Balance of Payments Program (DEC 12) Report of Intended Performance Outside the United States and Canada Submission after Award (OCT 2010) Restriction on Acquisition of Specialty Metals (MAR Restriction on Acquisition of Certain Articles Containing Specialty Metals (JUN Duty-Free Entry (JUN 12) [applies if supplies will be imported into the Customs Territory of the United States] Restrictions on Acquisition of Ball and Roller Bearings (JUN 11) Trade Agreements (AUG 12) Contractor Personnel Authorized to Accompany U.S. Armed Forces Deployed Outside the United States (FEB Antiterrorism/Force Protection Policy for Defense Contractors Outside the United States (MAR 06) [applicable to contracts that require performance or travel outside the United States] Export-Controlled Items (JUN Rights in Technical Data Noncommercial Items (JUN Rights in Noncommercial Computer Software and Noncommercial Computer Software Documentation (MAY Technical Data Commercial Items (JUN Rights in Bid or Proposal Information (JAN 11) Validation of Asserted Restrictions---Computer Software (SEP 11) Limitations on the Use or Disclosure of Government- Furnished Information Marked With Restrictive Legends (MAR 11) Deferred Delivery of Technical Data or Computer Software Deferred Ordering of Technical Data or Computer Software Technical Data Withholding of Payment (MAR 00) Validation of Restrictive Markings on Technical Data (JUN Page 5 of 7
6 Patent Rights Ownership by the Contractor (Large Business) (JUN 12) Contractor Business Systems (FEB 2012) Pricing of Contract Modifications (DEC 91) Requests for Equitable Adjustment (MAR 98) Subcontracts for Commercial Items and Commercial Components (JUN Tagging, Labelling and Marking of Government-Furnished Property (APR 12) Warranty of Data (DEC 91) Notification of Potential Safety Issues (JUN [applies to (i) parts identified as critical safety items, (ii) systems and subsystems, assemblies and subassemblies integral to a system, or (iii) repair, maintenance, logistics support or overhaul services for systems and subsystems, assemblies, subassemblies, and parts integral to a system] Contractor Counterfeit Electronic Part Detection and Avoidance System (MAY 2014) TINA (Truth in Negotiations Act) Standard Message IF THIS PROCUREMENT IS ANTICIPATED TO FALL UNDER PUBLIC LAW "TRUTH IN NEGOTIATIONS". YOU WILL BE REQUIRED TO SUBMIT A PROPERLY EXECUTE GT (OR REASONABLE SUBSTITUTE) AND BACK UP DOCUMENTATION PER FAR 15.4 AND TABLE COMPLIANCE WITH FORM GT 315G-SUPPLEMENT II (COST ACCOUNTING STANDARDS), OR REASONABLE SUBSTITUTE, MAY BE REQUIRED UNDER PUBLIC LAW , COST ACCOUNTING STANDARDS. Counterfeit Parts a) Electrical Parts All electrical, electronic and electro-mechanical parts delivered and/or used in the manufacture of deliverable products shall be from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM) or their franchised distributor. Parts shall not be acquired from independent distributors or brokers. The supplier must have a certification from the OCM/ OEM, and that certification shall be delivered with each lot/ shipment. Companies that procure electrical, electronic and electro-mechanical parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that meets the intent of SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers that deliver next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Suppliers of next higher assemblies shall specify on their purchase order to their sub-tier suppliers that they shall only procure electrical, electronic and electro-mechanical parts from the original manufacturer of the part or the original manufacturer's franchised distributor only. b) Non-Electrical Parts Companies that procure non-electrical standard parts need to have a counterfeit parts program plan to ensure it does not receive counterfeit parts into inventory, use them in manufacturing, or inadvertently sell them to other parties. The supplier shall have a counterfeit detection process that is similar to, and meets the intent of, SAE standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Suppliers of next higher assemblies shall flow this requirement down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Distributors or brokers that supply non-electrical standard parts, like fasteners, nuts, washers, springs, o-rings, inserts, and pins, must have a certification from the Original Component Manufacturer (OCM)/ Original Equipment Manufacturer (OEM), and that certification shall be delivered with each lot/ shipment. Conflict Minerals Requirement If you are supplying a product, i.e. an item other than services, software or data, your delivered product is not to contain any conflict minerals, tantalum, tungsten, tin or gold, that originated in the Democratic Republic of the Congo or any adjoining countries which are defined as Angola, Burundi, Central African Republic, Congo Republic (a different nation than DRC), Rwanda, Sudan, Tanzania, Uganda, and Zambia. This requirement must be flowed down to all of your subtier suppliers. If at any stage of manufacture or production it is determined by you or any of your subtier suppliers that any conflict minerals that were incorporated into the product(s) being delivered to Rolls- Royce, originated in a covered country, you must provide a listing of the conflict mineral(s) and original covered country. B. Additional applicable clauses based on subcontract amount 1. Subcontracts in excess of $100, Equal Opportunity for Veterans (SEP 10) Employment Reports on Veterans (SEP 12) 2. Subcontracts in excess of $150, Restrictions on Subcontractor Sales to the Government (SEP 06) Anti-Kickback Procedures [excluding paragraph (c)(1)] (OCT 10) Limitation on Payments to Influence Certain Federal Transactions (OCT 10) Audit and Records Negotiation (OCT 10) Integrity of Unit Prices (other than paragraph (b)) (OCT 10) Limitations on Pass-Through Charges (OCT 09) Utilization of Small Business Concerns (JAN 11) Contract Work Hours and Safety Standards Act -- Overtime Compensation (JUL 05) [paragraphs (a) (d) apply] Non-displacement of Qualified Workers (Jan [applies to service contracts only] Employment Reports on Disabled Veterans, Veterans of the Vietnam Era and Other Eligible Veterans (SEP 06) Authorization and Consent (DEC 07); ALT I (APR 84) [ALT I applicable if subcontract is for research and development] Value Engineering (OCT 10) Prohibition on Persons Convicted of Fraud or other Defense-Contract Related Felonies (DEC 04) Transportation of Supplies by Sea (MAY 02) 3. Subcontracts in excess of $700, Utilization of Small Business Concerns (JAN 11) Small Business Subcontracting Plan (DoD Contracts) (JUN 12) Small Business Subcontracting Plan (APR 07) 4. Subcontracts in excess of $750, Price Reduction for Defective Certified Cost or Pricing Data (AUG 11) [applies if submission of certified cost or pricing data is required] Subcontractor Certified Cost or Pricing Data (OCT 10) [applies if submission of certified cost or pricing data is required] Subcontractor Certified Cost or Pricing Data -- Modifications (OCT 10) [modifications > $700,000 unless exempt under FAR ] Pension Adjustments and Asset Reversions (OCT 10) Reversion or Adjustment of Plans for Post Retirement Benefits Other than Pensions (JUL 05) Notification of Ownership Changes (OCT 97) Limitations on Pass-Through Charges (OCT 09) Cost Accounting Standards (MAY 12) Disclosure and Consistency of Cost Accounting Practices (MAY 12) Administration of Cost Accounting Standards (JUN 10) Interest (OCT 10) Pricing Adjustments (DEC 91) 5. Subcontracts in excess of $1,000, Restrictions on the Use of Mandatory Arbitration Agreements (DEC 10) [not applicable if subcontractor s agreements with employees or independent contractors are not enforceable in a court in the United States] Waiver of United Kingdom Levies (APR 03) [applies if subcontractor is United Kingdom company] 6. Subcontracts in excess of $1,500, Acquisition Streamlining (OCT 10) 7. Subcontracts in excess of $5,000, Contractor Code of Business Ethics (APR 10) Display of Hotline Poster(s) (DEC 07) Subcontract of Commercial Items (DEC 10) Display of Fraud Hotline Poster(s) (DEC 12) (END OF CLAUSE) Page 6 of 7
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