Management and Program Structure. The CMF shall be responsible for the overall technical and program management of the ADC, and technical planning and execution shall remain with the CMF, including but not limited to reporting, financial and administrative matters, overall day-to-day management of Government-funded projects and all projects issued to Consortium Members under this OA. In consultation with NSF, the CMF shall establish an initial form of CMA and operate in accordance with its terms and conditions. In accordance with the Consortium’s CMA, or any other administration agreement between the Consortium, its members, and its CMF of record, the CMF will act on behalf of the Consortium in executing the OA, and any future modifications to it. All financial transactions between the Government and the Consortium, including payment, will be made via the CMF. The CMF will subsequently disburse funds to the Consortium Member awarded a PA. The NSF Agreements Officer’s Representative (AOR), in consultation with other NSF program representatives, shall provide recommendations on developments and technical collaboration and be responsible for ongoing review and verification of projects. In part to facilitate such review, the CMF in coordination with NSF will organize America’s DataHub Consortium Industry Days as requested by the AOR, a collaboration event designed to bring government, academia, and industry together around mission needs and potential solutions. The purpose of these Industry Days is to allow the Government to share its mission needs, and Consortium Members to share their state-of-the art capabilities and solutions. Reserved Modifications to the Agreement The NSF AOR shall be responsible for the review and verification of any recommendations to revise or otherwise modify the terms and conditions of this Agreement or Project Agreement subject to Section 3 of this section. For minor or administrative Agreement modifications the CMF will issue a written, unilateral Base Agreement modification; no signature is required by the ADC Member. The CMF may also execute unilateral administrative Project Agreement modifications, such as incremental funding modifications and point of contact changes; no signature is required by the ADC Member. The Parties shall mutually agree to and approve in writing all other Project Agreement modifications. The NSF AO, through the CMF will be responsible for instituting all non-minor modifications to project awards under this Agreement. In no event will any understanding agreement, modification, change, or other matter deviating from the terms of the Agreement between the Consortium Member awarded a PA and any other person be effective or binding on the CMF or Government. Changes in the terms and conditions of this Agreement or any PAs executed under this Agreement, except for minor or administrative corrections, as noted above, may only be made by written agreement between the CMF and the Consortium Member awarded a PA with approval of the Agreements Officer as applicable. AGREEMENT ADMINISTRATION Administrative and contractual matters under this Agreement shall be referred to the following representatives of the Parties: CMF Points of Contact: ADC Contracts Advanced Technology International ▇▇▇-▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇ Name: Click here to enter name Title: Click here to enter title Organization: Click here to enter organization name Address: Click here to enter organization address Phone: Click here to enter phone number Email: Click here to enter email address Technical Matters under this Agreement shall be referred to the following representatives: Name: Click here to enter name Title: Click here to enter title Organization: Click here to enter organization name Address: Click here to enter organization address Phone: Click here to enter phone number Email: Click here to enter email address Other Agreement Administration Provisions Branding, Communication, and Transparency Communications for and about the ADC will be subject to NCSES oversight and direction. Any communications that could potentially involve personal identifiable information (PII) or identifiable information will be subject to review by NSF/NCSES. The AOR will provide the required direction on behalf NSF/NCSES. All communications must align with the NSF/NCSES mission and will be policy-neutral (as interpreted by the AOR and/or NCSES). Inspection and Acceptance The Government has the right to inspect and test all materials furnished and services performed under the OA to include this Agreement and any Pas issues thereunder, to the extent practicable at all places and times, including the period of performance, and in any event before acceptance. The Government may also inspect the premises of any Consortium Member awarded a PA or any sub-agreement holder engaged in PA performance. The Government will perform inspections and tests in a manner that will not unduly delay the work. If the Government performs inspection or tests on the premises of the Consortium Member awarded a PA or sub-agreement holder engaged in a PA performance, the Consortium Member awarded a PA shall furnish and shall require sub-agreement holders to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties. Unless otherwise specified in PA’s, the Government will accept or reject deliveries as promptly as practicable after delivery. If the Consortium Member awarded a PA fails to proceed with reasonable promptness to perform required replacement or correction, the Government may terminate the PA. This section applies in the same manner and to the same extent to corrected or replacement materials or services as to materials and services originally delivered under the PA. Shipping Provisions Specific shipping instructions will be included in individual PAs executed under this Agreement. Registration in the System for Award Management Considering the need to attract non-traditional entities, there is no requirement for a consortium member to be registered in ▇▇▇. Nevertheless, consortium members must not be suspended and/or debarred from contracting with or receiving funds from the United States Government, and the CMF shall check ▇▇▇ prior to admitting a prospective consortium member to ensure its status. Stop Work Order The Government may, at any time, by written order via the CMF to the Consortium Member, require the Consortium Member performing under a PA to stop all, or any part, of the work called for under the PA. Upon receipt of the Stop Work Order, the applicable Consortium Member shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the stop work order during the period of work stoppage. Within the period of ninety (90) calendar days after the stop work order is delivered, or within any extension of that period to which the parties have agreed, the Government will either: Cancel the stop work order, or Terminate, in whole or in part, the work covered by the PA. If a Stop Work Order issued under this section is canceled, the Consortium Member shall resume work under the PA. The Government reserves the right to make an equitable adjustment in the delivery schedule or PA cost or price, or both that result from the stoppage of work. The Consortium Member performing under the Project Agreement shall assert its right to an equitable adjustment as a result of the stop work order within thirty (30) calendar days after the end of the period of work stoppage. Organizational Conflicts of Interest Throughout performance, the Consortium shall monitor all potential conflicts of interest, to include conflicts between its members currently performing on other funded efforts. The Consortium Member awarded a PA shall ensure project performance does not conflict with developments or enhancements being performed under other agreements or contracts. The Consortium Member awarded a PA shall immediately report all potential conflicts of interest to the NSF AO through the CMF. All white papers and proposals will address potential conflicts of interest and any proposed mitigation. The Government has the right to limit Consortium Member(s)’ involvement under the OA or other action to mitigate Organizational Conflicts of Interest. In the event the Consortium Member believes that the OCI can be mitigated, the Consortium Member shall submit to the Agreements Officer through the CMF an OCI mitigation plan. Clean Air and Water This clause is Applicable only if the Project Agreement exceeds $150,000, or a facility to be used has been the subject of a conviction under the Clean Air Act [42 USC § 7413(c)(1)] or the Clean Water Act [33 USC § 1319(c)] and is listed by the Environmental Protection Agency (EPA), or the Project Agreement is not otherwise exempt.) The Consortium Member awarded a PA agrees as follows: To comply with all the requirements of Section 114 of the Clean Air Act [42 USC § 7414] and Section 308 of the Clean Water Act [33 USC § 1318], respectively, relating to inspection, monitoring, entry, reports and information, as well as other requirements specified in Section 114 and Section 308 of the Clean Air Act and the Clean Water Act, respectively and all regulations and guidelines issued thereunder before the issuance of the grant. That no portion of the work will be performed in a facility listed on the Environmental Protection Agency List of Violating Facilities on the date that the PA was issued unless and until EPA eliminates the name of such facility or facilities from such listing. To use its best efforts to comply with clean air standards and clean water standards at the facility in which the grant is being performed. To insert the substance of the provisions of this article into any non-exempt Sub-agreement.
Appears in 4 contracts
Sources: Base Agreement, Base Agreement, Base Agreement
Management and Program Structure. The CMF shall be responsible for the overall technical and program management of the ADC, and technical planning and execution shall remain with the CMF, including but not limited to reporting, financial and administrative matters, overall day-to-day management of Government-funded projects and all projects issued to Consortium Members under this OA. In consultation with NSF, the CMF shall establish an initial form of CMA and operate in accordance with its terms and conditions. In accordance with the Consortium’s CMA, or any other administration agreement between the Consortium, its members, and its CMF of record, the CMF will act on behalf of the Consortium in executing the OA, and any future modifications to it. All financial transactions between the Government and the Consortium, including payment, will be made via the CMF. The CMF will subsequently disburse funds to the Consortium Member awarded a PA. The NSF Agreements Officer’s Representative (AOR), in consultation with other NSF program representatives, shall provide recommendations on developments and technical collaboration and be responsible for ongoing review and verification of projects. In part to facilitate such review, the CMF in coordination with NSF will organize America’s DataHub Consortium Industry Days as requested by the AOR, a collaboration event designed to bring government, academia, and industry together around mission needs and potential solutions. The purpose of these Industry Days is to allow the Government to share its mission needs, and Consortium Members to share their state-of-the art capabilities and solutions. Reserved Modifications to the Agreement The NSF AOR shall be responsible for the review and verification of any recommendations to revise or otherwise modify the terms and conditions of this Agreement or Project Agreement subject to Section 3 of this section. For minor or administrative Agreement modifications the CMF will issue a written, unilateral Base Agreement modification; no signature is required by the ADC Member. The CMF may also execute unilateral administrative Project Agreement modifications, such as incremental funding modifications and point of contact changes; no signature is required by the ADC Member. The Parties shall mutually agree to and approve in writing all other Project Agreement modifications. The NSF AO, through the CMF will be responsible for instituting all non-minor modifications to project awards under this Agreement. In no event will any understanding agreement, modification, change, or other matter deviating from the terms of the Agreement between the Consortium Member awarded a PA and any other person be effective or binding on the CMF or Government. Changes in the terms and conditions of this Agreement or any PAs executed under this Agreement, except for minor or administrative corrections, as noted above, may only be made by written agreement between the CMF and the Consortium Member awarded a PA with approval of the Agreements Officer as applicable. AGREEMENT ADMINISTRATION Administrative and contractual matters under this Agreement shall be referred to the following representatives of the Parties: CMF Points of Contact: ADC Contracts Advanced Technology International ▇▇▇-▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇ Name: Click here to enter name name Title: Click here to enter title title Organization: Click here to enter organization name name Address: Click here to enter organization address address Phone: Click here to enter phone number number Email: Click here to enter email address address Technical Matters under this Agreement shall be referred to the following representatives: Name: Click here to enter name name Title: Click here to enter title title Organization: Click here to enter organization name name Address: Click here to enter organization address address Phone: Click here to enter phone number number Email: Click here to enter email address address Other Agreement Administration Provisions Branding, Communication, and Transparency Communications for and about the ADC will be subject to NCSES oversight and direction. Any communications that could potentially involve personal identifiable information (PII) or identifiable information will be subject to review by NSF/NCSES. The AOR will provide the required direction on behalf NSF/NCSES. All communications must align with the NSF/NCSES mission and will be policy-neutral (as interpreted by the AOR and/or NCSES). Inspection and Acceptance The Government has the right to inspect and test all materials furnished and services performed under the OA to include this Agreement and any Pas issues thereunder, to the extent practicable at all places and times, including the period of performance, and in any event before acceptance. The Government may also inspect the premises of any Consortium Member awarded a PA or any sub-agreement holder engaged in PA performance. The Government will perform inspections and tests in a manner that will not unduly delay the work. If the Government performs inspection or tests on the premises of the Consortium Member awarded a PA or sub-agreement holder engaged in a PA performance, the Consortium Member awarded a PA shall furnish and shall require sub-agreement holders to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties. Unless otherwise specified in PA’s, the Government will accept or reject deliveries as promptly as practicable after delivery. If the Consortium Member awarded a PA fails to proceed with reasonable promptness to perform required replacement or correction, the Government may terminate the PA. This section applies in the same manner and to the same extent to corrected or replacement materials or services as to materials and services originally delivered under the PA. Shipping Provisions Specific shipping instructions will be included in individual PAs executed under this Agreement. Registration in the System for Award Management Considering the need to attract non-traditional entities, there is no requirement for a consortium member to be registered in ▇▇▇. Nevertheless, consortium members must not be suspended and/or debarred from contracting with or receiving funds from the United States Government, and the CMF shall check ▇▇▇ prior to admitting a prospective consortium member to ensure its status. Stop Work Order The Government may, at any time, by written order via the CMF to the Consortium Member, require the Consortium Member performing under a PA to stop all, or any part, of the work called for under the PA. Upon receipt of the Stop Work Order, the applicable Consortium Member shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the stop work order during the period of work stoppage. Within the period of ninety (90) calendar days after the stop work order is delivered, or within any extension of that period to which the parties have agreed, the Government will either: Cancel the stop work order, or Terminate, in whole or in part, the work covered by the PA. If a Stop Work Order issued under this section is canceled, the Consortium Member shall resume work under the PA. The Government reserves the right to make an equitable adjustment in the delivery schedule or PA cost or price, or both that result from the stoppage of work. The Consortium Member performing under the Project Agreement shall assert its right to an equitable adjustment as a result of the stop work order within thirty (30) calendar days after the end of the period of work stoppage. Organizational Conflicts of Interest Throughout performance, the Consortium shall monitor all potential conflicts of interest, to include conflicts between its members currently performing on other funded efforts. The Consortium Member awarded a PA shall ensure project performance does not conflict with developments or enhancements being performed under other agreements or contracts. The Consortium Member awarded a PA shall immediately report all potential conflicts of interest to the NSF AO through the CMF. All white papers and proposals will address potential conflicts of interest and any proposed mitigation. The Government has the right to limit Consortium Member(s)’ involvement under the OA or other action to mitigate Organizational Conflicts of Interest. In the event the Consortium Member believes that the OCI can be mitigated, the Consortium Member shall submit to the Agreements Officer through the CMF an OCI mitigation plan. Clean Air and Water This clause is Applicable only if the Project Agreement exceeds $150,000, or a facility to be used has been the subject of a conviction under the Clean Air Act [42 USC § 7413(c)(1)] or the Clean Water Act [33 USC § 1319(c)] and is listed by the Environmental Protection Agency (EPA), or the Project Agreement is not otherwise exempt.) The Consortium Member awarded a PA agrees as follows: To comply with all the requirements of Section 114 of the Clean Air Act [42 USC § 7414] and Section 308 of the Clean Water Act [33 USC § 1318], respectively, relating to inspection, monitoring, entry, reports and information, as well as other requirements specified in Section 114 and Section 308 of the Clean Air Act and the Clean Water Act, respectively and all regulations and guidelines issued thereunder before the issuance of the grant. That no portion of the work will be performed in a facility listed on the Environmental Protection Agency List of Violating Facilities on the date that the PA was issued unless and until EPA eliminates the name of such facility or facilities from such listing. To use its best efforts to comply with clean air standards and clean water standards at the facility in which the grant is being performed. To insert the substance of the provisions of this article into any non-exempt Sub-agreement.
Appears in 2 contracts
Sources: Base Agreement, Base Agreement