|
turnkey contract), the Contractor agrees that it, rather than the third party contractor, is
<br />ultimately responsible to the Department for compliance with all applicable Federal and State
<br />laws, regulations, and directives, except to .the extent that the Department. determines
<br />otherwise in writing.
<br />(2) Significant Participation by a Subcontractor. Although the Contractor
<br />may delegate any or almost all Project responsibilities to one or more subcontractors, the
<br />Contractor agrees that it, rather than the subcontractor, is ultimately responsible for
<br />compliance with all applicable Federal and State laws, regulations, and directives, except to
<br />the extent that the Department determines otherwise in writing.
<br />(3) Significant Participation by a Lessee of a Contractor. Although the
<br />contractor may lease project property and delegate some or many project responsibilities to
<br />one or more lessees, the Contractor agrees that it, rather than any lessee, is ultimately
<br />responsible for compliance with all applicable Federal laws, regulations, and directives, except
<br />to the extent that FTA determines otherwise in writing.
<br />h. Contractor's Responsibility to Extend Federal and State Requirements to
<br />Other Entities.
<br />(1) Entities Affected. Only entities that are signatories to this Agreement
<br />for the Project are parties to this agreement. To achieve compliance with certain Federal and
<br />State laws, regulations, or directives, however, other Project participants, such as
<br />subrecipients and third party contractors, will necessarily be involved. Accordingly, the
<br />Contractor agrees to take the appropriate measures necessary to ensure that all Project
<br />participants comply with applicable Federal and State laws, regulations, and directives
<br />affecting their performance, except to the extent the Department determines otherwise in
<br />writing.
<br />(2) Documents Affected. The applicability provisions of Federal and State
<br />laws, regulations, and directives determine the extent to which their provisions affect a Project
<br />participant. Thus, the Contractor agrees to include adequate provisions to ensure that each
<br />Project participant complies with those Federal and State laws, regulations, and directives,
<br />except to the extent that the Department determines otherwise in writing. In addition, the
<br />Contractor also agrees to require its third party contractors, subrecipients and lessees to
<br />include adequate provisions to ensure compliance with applicable Federal and State laws,
<br />regulations, and directives in each lower tier subcontract and subagreement for the Project,
<br />except to the extent that the Department determines otherwise in writing. Additional
<br />requirements include the following:
<br />(a) Third Party Contracts. Because Project activities performed by
<br />a third party contractor must comply with all applicable Federal and State laws, regulations,
<br />and directives, except to the extent the Department determines otherwise in writing, the
<br />Contractor agrees to include appropriate clauses in each third party contract stating the third
<br />party contractor's responsibilities under Federal and State laws, regulations, and directives,
<br />including any provisions directing the third party contractor to extend applicable requirements
<br />to its subcontractors at the lowest tier necessary. When the third party contract requires the
<br />third party contractor to undertake responsibilities for the Project usually performed by the
<br />Contractor, the Contractor agrees to include in that third party contract those requirements
<br />applicable to the Contractor imposed by the Grant Agreement for the Project or the FTA
<br />Master Agreement and extend those requirements throughout each tier except as the
<br />Department determines otherwise in writing. Additional guidance pertaining to third party
<br />contracting is contained in the FTA's "Best Practices Procurement Manual." FTA and the
<br />Department caution, however, that FTA's "Best Practices Procurement Manual" focuses mainly
<br />on third party procurement processes and may omit certain other Federal requirements
<br />applicable to the work to be performed.
<br />NCDOT/PTD/FM
<br />Revised 8/4/2008 Page 4 of 28
<br />
|