ON-SITE PROVISIONS

1.Subcontract

This subcontract between Fluor Federal Petroleum Operations, LLC (FFPO) and the Subcontractor includes the schedule, all subcontract clauses, Special subcontract Requirements, Descriptions of Work, Specifications, Drawings, and the Representations, Certifications, and Other Statements of the Subcontractor, incorporated herein by reference.

2.Place of Performance

The work called for under this subcontract shall be performed at:

Bryan Mound SPR Site (BM)

Bryan Mound site is located in Brazoria County, Texas approximately 59 miles South of Houston, Texas. The site is accessed by all weather roads. Access from the city of Houston is via I-10 West. Continue to I-610 South. Continue to Highway 288 South to Freeport, Texas. Pass the intersection of 288 and 36 and turn right. Turn left on the levee and continue approximately 2 miles to Bryan Mound.

3.Work Hours

Work shall be performed between the hours of 6:00 A.M. - 5:00 P.M. Monday through Sunday EXCLUDING Federal/FFPO scheduled holidays (See below), unless otherwise approved by the Subcontract Manager's Technical Representative (SMTR). Deliveries shall be made to FFPO Property Department between the hours of 7:00 A.M. - 11:30 P.M. and 12:30 P.M. - 4:00 P.M. Monday through Thursday EXCLUDING FFPO scheduled holidays (See below).

Holiday Schedule:

January / New Year's day
January / Martin Luther King Jr.'s Birthday
May / Memorial Day
July / Independence Day
September / Labor Day
November / Thanksgiving
December / Christmas

4.Subcontract Manager's Technical Representative (SMTR)

The term "Subcontract Manager's Technical Representative" (SMTR) means that individual, assigned by the Subcontract Manager, to monitor Subcontractor's performance.

The SMTR for this Subcontract is identified elsewhere in the subcontract/purchase order.

As used herein, technical directions are directions to the Subcontractor which fill in details, suggest possible lines of inquiry, or otherwise complete the general scope of work above, and may not alter the scope of work, or cause changes of such a nature, as to justify an adjustment to the Subcontract. In the event the Subcontractor feels that full implementation of any of these directions may exceed the scope of the Subcontract, he shall notify the originator of the technical direction and the FFPO Subcontract Manager in a letter, separate from the required reports, within two (2) days of the date of receipt of the technical direction; and no action shall be taken pursuant to the direction. If the Subcontractor fails to notify the FFPO Subcontract Manager within the said two (2) day period, that any technical direction exceeds the scope of this Subcontract, then it shall be deemed for purposes of this Subcontract that the technical direction was within its scope. Any work exceeding the scope of this subcontract, which is performed by the Subcontractor without approval by the FFPO Subcontract Manager, will be solely for the Subcontractor's account, and at no additional cost to FFPO.

5.Deviations/Change Orders

The SMTR is not authorized to change any of the terms and conditions of this Subcontract, nor to provide any direction which would result in a change of the Subcontract price. All changes in the Summary of Work shall be made by the FFPO Subcontract Manager, through properly negotiated and written changes to the Subcontract.

. 6.Publicity

Contractor shall not make news releases, publicize or issue advertising pertaining to the Work or this Contract without first obtaining the written approval of Company.

7.Service Contract Labor Standards (Not Applicable to Supply Subcontracts)

This Subcontract is subject to the Service Contract Act of 1965, as amended (FAR 52.222-41). The subcontractor shall pay not less than the minimum wage and shall furnish fringe benefits to each service employee under this Subcontract in accordance with the wages and benefits determined by the Secretary of Labor or the secretary's authorized representative, as specified in the exhibit.

8.Damage Report

In all instances where FFPO or government property and/or equipment is damaged by subcontractor's employees, a full report of the fact and extent of such damage shall be submitted to FFPO in writing within 24 hours of occurrence.

9.Lower-tier Subcontracts

Prior to placement of lower-tier subcontracts, the Subcontractor shall insure that lower-tier subcontracts contain all of the clauses of this Subcontract (altered when necessary for proper identification of the contracting parties), which contain a requirement for such inclusion in applicable subcontracts; and that

The Subcontractor is required to submit a list of itslower-tier subcontractors and/or consultants to be used in conjunction with its performance of this Subcontract, within ten (10) days after award. In addition, the Subcontractor shall submit, with its list, a brief description of lower-tier subcontractors’ intended duties, responsibilities, and experience in its particular area of expertise. The Subcontractor shall also submit a certification that all Subcontract clauses addressed in this Subcontract, (see paragraph above), are made part of the Subcontractor’s subcontract agreement with its lower-tier subcontractor(s).

FFPO reserves the right to review any lower-tier subcontract or consulting agreement prior to subcontractor entering into such agreement.

10.Health, Safety and Environmental Protection

The place of performance of the work as set forth in paragraph 2, above. Any work involving performance on a Strategic Petroleum Reserve (SPR) site or rights-of- way is subject to the provisions contained in the exhibits. Contractor shall take necessary safety and other precautions to protect property, the environment and persons from damage, injury or illness arising out of the performance of the Work. Contractor shall comply strictly with all local, municipal, state, and federal safety and health laws, plans, orders and regulations applicable to Contractor or the Work, including without limitation the Occupational Safety and Health Act. At all times while any of Contractor’s employees, agents or subcontractors are on Owner’s or Company’s premises, Contractor shall be solely responsible for ensuring that they comply with the safety, health and environmental protection rules of Owner, Company and Contractor applicable to the premises and that all its employees, subcontractors and agents have a safe place of work on the premises of Owner or Company.

11.Safety Personnel

The subcontractor shall provide the services of qualified safety and health personnel, as indicated below, to perform duties contained in the applicable safety and health exhibits. See Section J Attachment(s) for qualification and submittal requirements:

Safety Personnel (Applicable as checked)

Safety Representative

Dedicated Safety Person

Dedicated Safety Person w/Industrial Hygiene Experience

Dedicated Safety Personnel and Safety Representative

Industrial Hygiene Personnel (Applicable as checked)

Certified Industrial Hygienist (CIH)

Senior Industrial Hygienist

Industrial Hygienist

Industrial Hygiene Technician

12.Stop Work Orders

Upon failure of Contractor or its subcontractor to comply with any of the requirements of this Contract, Company shall have the authority to stop any operations of Contractor or its subcontractors, affected by such failure, until such failure is remedied or to terminate this Contract in accordance with Article 13 of the Commercial Terms and Conditions. No part of the time lost due to any such stop orders shall be made the subject of a claim for extension of time or for increased costs or damages by Contractor.

13.Schedule, Coordination and Reporting

Company will schedule and coordinate Contractor's performance of the Work with the work of others connected with the Work, and Contractor agrees to comply strictly with such scheduling and coordination. Contractor agrees that if the Work hereunder is performed under joint occupancy conditions on Owner's premises, Contractor will cooperate with Company and other contractors on Owner's premises so that the Work and the work of others connected with the Work will progress smoothly, with a minimum of delays, due to interference between various contractors on Owner's premises.

Contractor shall promptly submit to Company such schedules and reports pertaining to Contractor's performance of the Work, as may be required by this Contract.

14.Reserved

15.Reserved

16.Reserved

17.Project Superintendent Applicable if Checked

The Subcontractor shall at all times during which its work crews are on site keep a competent and responsible representative of the company who shall have the authority to receive and execute on behalf of the Subcontractor, directions and instructions which the FFPO Subcontract Manager may issue under the terms of the Subcontract.

18.Clean-Up

Where performance of the Work hereunder requires Contractor's presence on Owner's premises, Contractor shall keep Owner’s premises and the vicinity thereof clean of any debris and rubbish caused by its Work and, on completion of its Work, shall leave such premises clean and ready for use. Areas used for the purposes of material/equipment lay-down, temporary facilities, storage and the like shall be restored to the condition existing prior to Contractor’s occupation.

19.Permits and Licenses

Contractor shall procure, without additional compensation, all permits (unless stated elsewhere in the Contract), certificates and licenses (including professional licenses) required by governmental authorities having jurisdiction over Contractor, agents, or the Work of Contractor.

20.Standards of Work

The subcontractor agrees that the performance of work and services pursuant to the requirements of this subcontract shall conform to high professional standards.

Grade of workmanship and materials: Unless otherwise directed by the Subcontract Manager or expressly provided for by specifications issued under this subcontract, a) All workmanship shall be first class; and b) All articles, equipment and materials incorporated in the work are to be (i) of the most suitable grade of their respective kinds for the purpose; (ii) In accordance with any applicable drawings and specifications; and (iii) Installed to the satisfaction and with the approval of the Subcontract Manager. Where equipment, materials, or articles are referred to in the specifications as "equal to" any particular standards, the Subcontract Manager shall decide the question of equality.

Samples and test results: If the Subcontract Manager so requires, the subcontractor shall submit for approval samples of or test results on any materials proposed to be incorporated in the work before making any commitment for the purchase of such materials.

21.Drug Free Workplace (Applicable when period of performance ≥ 30 calendar days)

I.Application

These safety and health requirements apply to M&O Contractor’s Subcontracts which require access to a Strategic Petroleum Reserve (SPR) work location and performance of physical work which includes safety hazards. Supply subcontracts are excluded unless the supply subcontract includes pickup and delivery of components requiring material handling equipment, furnished and operated by subcontractor personnel, for loading and unloading purposes.

II.General

  1. These safety and health requirements are established to provide a high standard of safety and to ensure that all Subcontractors and Lower-Tier Contractors (collectively, “Subcontractor”) have a Drug and Alcohol-Free Workplace (“Program”).
  2. Violations of the Subcontractor’s Program outlined herein by Subcontractor employees shall be cause for immediate disciplinary action up to and including removal from the SPR Site and being permanently banned from performing work on any SPR Site.
  3. The Subcontractor shall advise its employees of their rights to confidentiality pertaining to said Program.

III.Definitions

  1. Controlled substance -means a controlled substance in schedules I through V of section 202 of the Controlled Substances Act (21 U.S.C. 811 and 812). The term excludes use of a controlled substance in accordance with the terms of a valid prescription or other uses authorized by law.
  2. Conviction of a Felony Offense (Conviction) - means a conviction of a felony offense for drug or alcohol related activities on or off SPR property by any judicial body charged with the responsibility to determine violations of the Federal or State criminal drug or alcohol laws.
  3. Criminal drug law - means a Federal or State criminal law involving the sale, manufacture, distribution, dispensing, possession, or use of any Controlled substance.
  4. Drug-free workplace - means the site(s) for the performance of work done by the Subcontractor in connection with a specific contract where employees of the Subcontractor are prohibited from engaging in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance.
  5. Employee - means an employee of a Subcontractor directly engaged in the performance of work under an M&O contract. “Directly engaged” is defined to include all direct cost employees and any other Subcontractor employee who has other than a minimal impact or involvement in subcontract performance.
  6. Individual - means an offeror/Subcontractor that has no more than one employee including the offeror/Subcontractor.

IV.Subcontractor’s Responsibility

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

a)Publish a statement notifying its employees that entering the workplace or being on the job under the influence of alcohol or drugs, or the unlawful sale, manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the Subcontractor’s workplace and specifying the actions that will be taken against employees for violations of such prohibition;

b)Establish an ongoing Program to inform such employees about:

1)The dangers of drug abuse in the workplace;

2)The Subcontractor’s policy of maintaining a drug- and alcohol-free workplace;

3)Any available drug counseling, rehabilitation, and employee assistance programs; and

4)The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace;

c)Provide all employees engaged in performance of the subcontract with a copy of the statement required by subparagraph IV.1. of this provision;

d)Notify such employees in writing in the statement required by subparagraph IV.1. of this provision that, as a condition of continued employment on this subcontract, the employee will

1)Abide by the terms of the statement; and

2)Notify the Subcontractor in writing of the employee’s conviction under a criminal drug law for a violation occurring in the workplace no later than 5 days after such conviction;

e)Notify the Subcontract Manager (SM) in writing within 10 days after receiving notice under subdivision IV.1.d.) 2) of this provision, from an employee or otherwise receiving actual notice of such conviction. The notice shall include the position title of the employee;

f)Within 30 days after receiving notice under subdivision IV.1.d.2) of this provision 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:

1)Taking appropriate personnel action against such employee, up to and including termination; or

2)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; and

g)Make a good faith effort to maintain a drug- and alcohol-free workplace through implementation of subparagraphs IV.1.a. through IV.1. f. of this provision.

  1. The Subcontractor, if an individual, agrees by award of the Subcontract or acceptance of a purchase order, not to engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance while performing this contract.
  1. In addition to other remedies available to the M&O Contractor, the Subcontractor’s failure to comply with the requirements of paragraph IV. 1. or IV. 2. of this provision may render the Subcontractor subject to suspension of contract payments, termination of the contract or default, and suspension or debarment.

22.Environmental Policy and EMS Awareness Information

The SPR (DOE) and Fluor Federal Petroleum Operations, LLS (FFPO) environmental policies strive to minimize environmental footprint. Rules, directives, and procedures reflect these environmental policies.

Purpose and Scope

In accordance with the ISO 14001 Standard and the SPR environmental management system (EMS), all personnel who work for FFPO and on FFPO’s behalf (such as subcontractors) must be made aware of the SPR Environmental Policy and the EMS. The following is basic information about the environmental policy and EMS that you must communicate to your personnel.

Policy Information

The SPR and FFPO environmental policies strive to minimize environmental footprint. Rules, directives, and procedures reflect these environmental policies.

You must:

1.Perform your work so as to protect health, the environment, and the community.

  1. Comply with environmental regulations and other requirements of your job.
  2. Prevent pollution by…
  3. Reducing,
  4. Reusing, and/or
  5. Recycling

materials that generate waste by intelligently choosing products,

processes and services, and by

  1. Conserving electricity, water, and petroleum fuels
  1. Protect air, water, and soil from pollutants as follows:
  2. Don’t dump, discharge, spill, release, or burn materials
  3. Don’t drain anything without proper authorization
  4. Don’t be wasteful
  5. Don’t promote erosion
  6. Prevent public exposure to hazards.
  7. Protect wetlands, wildlife, and cultural resources.
  8. Continually improve your environmental performance.
  9. Report any community concerns about your work to your supervisor and up to SPR management.

EMS Awareness Information

The SPR operates with an environmental management system (EMS) through which environmental awareness and protection are integrated into all activities. It is important that you understand that conformance with the environmental policy, the procedures you follow, and the roles and responsibilities expected of you for this job support and promote environmental protection and reduce environmental impact. Environmental damage and pollution are potential consequences of not following specified procedures or not meeting job expectations. Conversely, your improved personal performance may increase work efficiency and reduce costs, as well as minimize your environmental footprint.

Your questions and comments on supporting and improving environmental protection are encouraged. Please direct them to your FFPO point of contact.

23.Time Extensions for Unusually Hot Weather