HomeMy WebLinkAboutAGREEMENT BETWEEN AUGUSTA, GEORGIA AND LYKINS OIL COMPANY FOR GAS & DIESEL SUPPLY SUPPLY AGREEMENT
THIS AGREEMENT (the "Agreement") made and entered into this
day of day of .1\10-j 2019, by and between THE
CITY OF AUGUSTA, GEORGIA FOR THE AUGUSTA AVIATION
COMMISSION (the "Operator") and LYKINS OIL COMPANY, a Georgia
corporation with its principal office in Milford, Ohio (the "Distributor")
WITNESSETH THAT
In consideration of the mutual covenants herein contained, Operator,
Distributor and Owner agree, as follows:
ARTICLE 1
Operator is the owner of the Augusta Regional Airport located at 1501
Aviation Way, Augusta in Richmond County, Georgia more particularly described
on Exhibit "A" attached hereto (the "Premises").
ARTICLE 2
Operator warrants that it has complied and will comply with all environmental
laws relating to the use and operation of all gasoline tanks and dispensing equipment
and fixtures, the appropriate testing for leakage of any contaminants, the applicable
reporting requirements. Operator will provide information requested by Distributor to
illustrate compliance with all applicable environmental laws, rules and regulations.
ARTICLE 3
Except as otherwise herein specifically provided during the Term, Distributor
agrees to provide unleaded gasoline and diesel to the Premises with the same to be
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supplied by Distributor on an as needed basis. The Operator makes no guarantee has
to the amount of unleaded gasoline and diesel to be purchased during the term of the
Agreement.
ARTICLE 4
The purchase price of all gasoline sold pursuant to this Agreement will be
North Augusta ($-0.0254) above the posted rack price per gallon at point of purchase
with respect to each product plus freight and the purchase price of all diesel sold
pursuant to this Agreement will be North Augusta ($0.0118) above the posted rack
price per gallon at point of purchase with respect to each product plus freight. The
term "freight" as used in the preceding sentence means the common carrier rate
which would be applicable to the deliveries. The amount of freight will be charged
even if delivery is made by vehicles owned by Distributor.
All products sold pursuant to this Agreement will be invoiced to Operator at
the time of delivery. Original invoice(s) must be submitted as follows:
Augusta Regional Airport
1501 Aviation Way
Augusta, GA 30906
Attn: Risa Bingham
Ph.: (706) 798-3136
FAX: (706) 798-1551
With a copy to:
Kenneth L. Hinkle, C.M.
Director of Aircraft Services
Augusta Regional Airport
1501 Aviation Way Augusta, GA 30906
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ARTICLE 5
Operator shall be responsible for all claims and demands of every kind caused
or arising from the use, occupancy or operation of the Premises by Operator, and to
the extent required by Georgia law, Operator will obtain and keep in force at its own
cost and expense throughout the term of this Agreement adequate public liability
insurance.
ARTICLE 6
Operator agrees to maintain all tanks located on the Premises and all
equipment and fixtures in good order and repair.
ARTICLE 7
7.1 Distributor shall be excused from delay or nonperformance hereunder if
Distributor shall be unable to meet the demands for its products with supplies from
its normal or usual sources, or if any contingency whatsoever beyond Distributor's
control, such as, without limitation: acts of God; fire; unavailability; failure to delays
of transportation; labor difficulties of any nature; and compliance with any
governmental order, regulation, recommendation, request or allocation program
(whether voluntary or involuntary), should occur. In any such contingency,
Distributor shall have the right to curtail delivery or allocate its supply of gasoline
and petroleum products for sale among all of its customers in any manner which in
its sole discretion is fair and reasonable under the circumstances and Operator shall
not hold Distributor responsible for any losses or damages which Operator may
suffer as a result of any such curtailment or allocation. Distributor shall not be
required to make up any product not so delivered. If Distributor cannot supply
Operator, Operator shall have the option to purchase gasoline and petroleum products
from another source.
7.2 Force Majeure. Neither party hereto shall be considered in default in the
performance of its obligations hereunder to the extent that the performance of
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any such obligation, except the payment of money, is prevented or delayed by
any cause, existing or future, which is beyond the reasonable control of the
affected party, or by a strike, lockout or other labor difficulty, the settlement of
which shall be within the sole discretion of the party involved. Each party
hereto shall give notice promptly to the other of the nature and extent of any
Force Majeure claimed to delay, hinder or prevent performance of the services
under this Agreement. In the event either party is prevented or delayed in the
performance of this obligation by reason of such Force Majeure, there shall be
an equitable adjustment of the schedule. Distributor will not be liable for
failure to perform or for delay in performance as a result of Force Majeure,
including the following:
(a) Any cause beyond its reasonable control;
(b) Any act of God;
(c) Inclement weather;
(d) Earthquake;
(e) Fire;
(f) Explosion;
(g) Flood;
(h) Strike or other labor dispute;
(i) Any shortage or disruption of or inability to obtain labor, material,
manufacturing facilities, power, fuel or transportation from unusual
sources, or any other transportation facility;
(j) Delay or failure to act of any governmental or military authority;
(k) Any war, hostility or invasion;
(1) Any embargo, sabotage, civil disturbance, riot or insurrection;
(m) Any legal proceedings; or
(n) Failure to act by Distributor's suppliers due to any cause which
Distributor is not responsible, in whole or in part.
ARTICLE 8
This Agreement shall extend for a period of one (1) year beginning on January
1, 2019 and ending at midnight on December 31, 2019 (the "Term"). Operator, at its
option may extend the term of the Agreement for and additional one (1) year period
by providing notice to Distributor prior to the expiration of the prior term and
presenting the proposed extension to its Aviation Commission for approval.
-9-
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For the purposes of this Agreement, any of the following acts on the part of
Operator shall be considered to be a breach of this Agreement: the filing of a petition
of bankruptcy or receivership proceedings; failing to submit the required reports;
failing to comply with any of the terms and conditions of this Agreement. In the
event of any breach of or default under this Agreement by any party, any of the
remaining parties shall give written notice of such breach and demand that the same
be cured within ten (10) days. If the breach is not cured within said ten (10) day
period, the non- breaching party may pursue its rights and remedies at law or in
equity. It is hereby agreed by the parties such specific performance of this Agreement
shall be an appropriate remedy for any breach.
ARTICLE 10
Any sale, transfer or encumbrance of the assets or rights of any party to this
Agreement or the properties or rights which are the subject of this Agreement shall
be made subject to the terms, provisions and obligations of this Agreement, which
shall be binding upon the heirs, successors, assignees,purchasers or transferees of
the property involved.
ARTICLE 11
(a) Operator is involved in the sale of petroleum products upon the
Premises. Operator understands and acknowledges that the leakage of petroleum
products from underground tanks and/or other petroleum dispensing equipment is a
concern for which Operator accepts certain responsibility as the operator of a retail
facility. Operator must take diligent and continual precautions to discover and stop
any such leakage through adequate inventory control. Operator agrees to take such
actions as reasonably required to assure that the tank system and release detection
system are operated and maintained in accordance with all applicable laws, rules and
regulations.
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ARTICLE 12
Waiver on the part of any party hereto as to any breach or default on the part
of any other party shall not constitute a waiver as to any subsequent breach or
default, whether or not similar in character.
ARTICLE 13
This Agreement does not constitute any party hereto as an agent, legal
representative, joint venture, partner, employee, servant or agent of any party hereto
for any purpose whatsoever. Each party is an independent contractor with respect to
the other parties and is in no way authorized to make any contract, agreement,
warranty or representation on behalf of any other party or to create any obligation,
express or implied, on behalf of any other party hereto.
ARTICLE 14
All notices provided for herein shall be considered as properly given if
delivered in writing personally or if sent by registered or certified mail addressed as
follows:
As to Operator:
To Operator:
For all notices to City the address will be:
Executive Director
Augusta Regional Airport
1501 Aviation Way
Augusta, Georgia 30906
With a copy to:
Augusta General Counsel
Augusta Law Department
535 Telfair Street, Bldg., 3000
Augusta, Georgia 30901-2286
Ph: (706) 842-5550
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Fax: (706) 842-5556
As to Distributor:
Lykins Energy Solutions
5163 WolfPen
Pleasant Hill Rd.
Milford, OH 45150
ARTICLE 15
This Agreement cancels and supersedes all prior agreements and
understandings between the parties hereto pertaining to matters covered herein and
there are no other agreements, written or oral, between the parties pertaining to the
subject matter hereof.
ARTICLE 16
Without the prior written consent of Operator, Distributor may not assign,
transfer or convey any of its interests under this Agreement, nor delegate any of its
obligations or duties under this Agreement except as provided herein.
16.1 Consent of Operator Required. Any assignment of this Agreement or
rights under this Agreement, in whole or part, without the prior written consent of
Operator shall be void, except that, upon ten (10) calendar days prior written notice
to Operator, the Distributor may assign monies due or to become due under this
Agreement. Any assignment of monies will be subject to proper setoffs in favor of
the Operator and to any deductions provided for in this Agreement.
16.2 No Relief of Responsibilities. No assignment will be approved which
would relieve Distributor of its responsibilities under this Agreement.
16.3 Parties Bound. This Agreement will be binding upon and inure to the benefit
of the Operator and Distributor and their respective successors and assigns.
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ARTICLE 17
17 Federal Work Authorization. Pursuant to O.C.G.A. §13-10-91 and Georgia
Department of Labor Rule 300-10-1-.02, the Operator cannot enter a Agreement for
the physical performance of services unless the Distributor and its Subcontractors
register and participate in the Federal Work Authorization Program to verify specific
information on all new employees.
17.1 Distributor certifies that it has complied and will continue to comply with
O.C.G.A. §13-10-91 and Georgia Department of Labor Rule 300-10-1-.02.
17.2 Distributor has executed an affidavit evidencing its compliance with O.C.G.A.
§13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. The signed
affidavit is attached to this Agreement as Attachment B.
17.3 Distributor agrees that in the event that it employs or contracts with any
Subcontractor(s) in connection with this Agreement, Distributor will secure from
each Subcontractor an affidavit that indicates the employee-number category
applicable to that Subcontractor and certifies the Subcontractor's current and
continuing compliance with O.C.G.A. §13-10-91 and Georgia Department of Labor
Rule 300-10-1-.02. Any signed Subcontractor affidavit(s) obtained in connection
with this Agreement shall be attached hereto as Attachment B.
ARTICLE 18
Corporate Authority. Distributor has executed a Certificate of Corporate Authority
attached hereto as Attachment B. The officials of the Distributor executing this
Agreement are duly and properly in office and are fully authorized and empowered
to execute the same for and on behalf of the Distributor. Distributor has all requisite
power and authority to enter into and perform its obligations under this Agreement.
The execution and delivery by the Distributor of this Agreement and the compliance
by the Distributor with all of the provisions of this Agreement (i) is within the
purposes, powers, and authority of the Distributor; (ii) has been done in full
compliance with applicable law and has been approved by the governing body of the
Distributor and is legal and will not conflict with or constitute on the part of the
Distributor a violation of or a breach of or a default under any indenture, mortgage,
security deed, pledge, note, lease, loan, or installment sale agreement, Agreement, or
other agreement or instrument to which the Distributor is a party or by which the
Distributor is otherwise subject or bound, or any license, judgment, decree, law,
statute, order, writ, injunction, demand, rule, or regulation of any court or
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governmental agency or body having jurisdiction over the Distributor; and (iii) has
been duly authorized by all necessary action on the part of the Distributor. This
Agreement is the valid, legal, binding and enforceable obligation of the Distributor.
ARTICLE 19
Independent Contractor. Distributor is acting, in performance of this Agreement, as
an Independent Contractor. Personnel supplied by the Distributor or its agents or
subcontractors hereunder are not the Operator's employees, or agents and Distributor
assumes full responsibility for their acts. Distributor shall be solely responsible for
the payment of compensation to its employees and subcontractors. The Operator
shall not be responsible for payment of Worker's Compensation, disability benefits,
and unemployment insurance or for withholding and paying employment taxes for
any Distributor employee, its subcontractors or agent's employees, but such
responsibility shall be solely that of Distributor. This clause of the Agreement does
not prevent the Operator from requiring Distributor to have its employees follow
normal rules and guidelines for work performance, redirecting the efforts of the
employees to meet the needs of the facilities, performing safety or from requiring
Distributor to perform the requirements of this Agreement satisfactorily, according to
the terms set forth herein. No act or direction of the Operator shall be deemed to be
the exercise of supervision or control of the Distributor's performance hereunder.
ARTICLE 20
Insurance. During the term of this Agreement, Distributor shall provide, pay for, and
maintain with companies reasonably satisfactory to the City and the Aviation
Commission, the types of insurance as set forth in the Augusta-Richmond County
Code, and Georgia law, as the same may be amended from time to time, and as
described herein. All insurance shall be issued by insurance companies eligible to do
business in the State of Georgia and with an Insurer rated "A" or better by AM Best.
All policies shall include hold harmless provisions. In the event of a conflict
between the provisions of the Augusta-Richmond County Code and this Agreement,
the more stringent requirement shall govern. In no event shall Distributor maintain
any insurance less than the requirements set forth in the Augusta-Richmond County
Code, as amended.
20.1 All liability policies of Distributor and its subcontractors shall provide -
coverage that includes, or has the same substantive effect as the
following:
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20.2 The Distributor shall procure and maintain continuously in effect
throughout the term of its activities upon the Airport at Distributor's
sole expense, insurance of the types and in at least such minimum
amounts as set forth in this Section.
20.3 The Distributor's insurance policies as required by this Agreement shall
apply separately to the City as if separate policies had been issued to
Distributor and City. The Distributor's Comprehensive General Liability
policy shall protect Augusta, GA, its officers, elected and appointed
officials, employees, agents and the Aviation Commission and its
employees against any and all liability created by reason of Distributor's
conduct.
20.4 The Distributor's insurance shall not be subject to cancellation or
material alteration until at least thirty (30) days written notice has been
provided to the City's Risk Manager.
(a) Distributor shall furnish to the Risk Manager Certificates of
Insurance evidencing that all of the herein stated requirements
have been met. The amount or amounts of all required policies
shall not be deemed a limitation of the Distributor 's Agreement
to indemnify and hold harmless Augusta, GA, its officers, elected
and appointed officials, employees, agents and the Aviation
Commission and its employees; and in the event Distributor or
Augusta, GA shall become liable in an amount in excess of the
amount or amounts of such policies, then the Distributor shall
save Augusta, GA, its officers, elected and appointed officials,
employees, agents and the Aviation Commission and its
employees harmless from the whole thereof, except in the event
of gross negligence of Augusta, GA.
20.5 The Distributor is required to maintain minimum insurance to protect
the Distributor and Augusta, GA from the normal insurable liabilities
that may be incurred by Distributor. In the event, such insurance as
required shall lapse, Augusta, GA and the Aviation Commission reserve
the right to obtain such insurance at the Distributor's sole expense.
20.6 The insurance policies for coverage listed in this Section shall contain a
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+ .
provision that written notice of cancellation or any material change in
policy by the insurer shall be delivered to the City no less than thirty
(30) days prior to cancellation or change.
20.7 Distributor shall carry the following types and minimum amounts of
insurance coverage at the Operator:
(a) Worker's Compensation Insurance - With employer's liability
coverage of at least $1,000,000 each accident, $1,000,000 each
employee and a $1,000,000 disease policy limit. The foregoing
insurance shall be endorsed to state that that the workers'
compensation carrier waives its right of subrogation against the
Augusta-Georgia its officers, agents, elected and appointed
officials, representatives, volunteers, and employees, and the
Aviation Commission and its employees.
(b) Comprehensive General Liability Insurance — In the amount of
Five Million ($5,000,000) against claims for bodily injury, death
or property damage occurring on, in about the Distributor 's
premises and the Operator, in an amount recommended by the
Risk Manager and acceptable to the City. Said coverage shall
include products and completed operations. The foregoing
insurance shall be endorsed to state that it will be primary to the
City and the Aviation Commission's insurance and that the carrier
waives its right of subrogation against Augusta-GA, the Aviation
Commission, and their officers, agents, elected and appointed
officials, representatives, volunteers, and employees. Augusta,
GA, the Aviation Commission, their officers, employees, agents,
elected and appointed officials shall be added as additional
insureds on said policies, including products and completed
operations. Said policy shall contain Severability of Interest
Clause and shall include Contractual Liability coverage at least as
broad as that given in the most current CG 00 01 ISO form.
(c) Automobile Insurance. For any vehicles authorized in writing by
the Executive Director to operate on the Aircraft Operating Area
(AOA) of the Airport, Automobile Insurance in the minimum
amount of Five Million Dollars ($5,000,000.00) combined single
limit coverage. If the Distributor's Comprehensive General
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Liability coverage includes vehicular operations on the Airport,
separate automobile insurance shall not be required. The
foregoing insurance shall be endorsed to state that it will be
primary to the Augusta GA and the Aviation Commission's
insurance and that the carrier waives its right of subrogation
against Augusta, GA, the Aviation Commission, and their
officers, agents, elected and appointed officials, representatives,
volunteers, and employees. Augusta GA, the Aviation
Commission, and their officers, agents, employees, elected and
appointed officials shall be added as additional insureds on said
policies. Said policy shall contain Severability of Interest Clause
and shall include contractual liability coverage at least as broad as
that given in the most current CA 00 01 ISO form.
(d) All such evidence of insurance shall be in the form of certificates
of insurance satisfactory to the City and its Risk Manager,
accompanied by a certified true copy of an endorsement to each
policy containing the above language. The insurance coverage
and limits required shall be evidenced by properly executed
certificates of insurance. These certificates shall be signed by the
authorized representative of the insurance company shown on the
certificate. The required policies of insurance shall be in
compliance with the laws of the State of Georgia.
20.8 If at any time the Aviation Executive Director requests a written
statement from the insurance company as to any impairments to the
aggregate limit, Distributor shall promptly authorize and have delivered
such statement to the Aviation Commission. Distributor authorizes the
Aviation Commission and/or the City's Risk Manager to confirm with
Distributor's insurance agents, brokers, and insurance companies all
information furnished.
20.9 The acceptance of delivery to the City and the Aviation Commission of
any certificate of insurance evidencing the insurance coverage and limits
required under this Agreement does not constitute approval or
acceptance by the City or the Aviation Commission that the insurance
requirements in this Agreement have been met. No operations shall
commence at the Airport unless and until the required certificates of
insurance are in effect and approved by the City.
20.10 The Distributor and the City and the Aviation Commission understand
and agree that the minimum limits of the insurance herein required may,
from time to time, become inadequate, and Distributor agrees that it will
increase such minimum limits upon receipt of written notice defining
the basis of the increase. The Distributor shall furnish the City, within
ten (10) days of the effective date thereof, a certificate of insurance
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evidencing that such insurance is in force.
20.11 If at any time the Airport Executive Director requests a written
statement from the insurance companies as to any impairments to the
Aggregate Limit, prompt authorization and delivery of all requested
information will be given to the Aviation Commission. Renewal
Certificates of Insurance must be provided to the City and Aviation
Commission as soon as practical but in every instance prior to expiration
of current coverage.
20.12 The amounts and types of insurance shall conform to the following
minimum requirements with the use of Insurance Service Office
policies, forms, and endorsements or broader, where applicable.
Notwithstanding the foregoing, the wording of all policies, forms, and
endorsements must be reasonably acceptable to the City and Aviation
Commission.
20.13 An insurance binder letter or a Certificate of Insurance must be sent to:
Augusta Regional Airport
1501 Aviation Way
Augusta, Ga. 30901
Attn: Executive Director
ARTICLE 21
Default and Termination.
Termination by Operator. This Agreement shall be subject to termination by the
Operator at any time in the opinion of the Operator the Distributor fails to carry out
the Agreement provisions or if any one or more of the following events occurs:
21.1 The default by Distributor in the performance of any of the terms, covenants or
conditions of the Agreement, and/or the failure of Consultant to remedy, or
undertake to remedy with sufficient forces and to the Operator's reasonable
satisfaction. The Operator shall provide the.Distributor with notice of any
conditions which violate or endanger the performance of the Agreement. If
after such notice the Distributor fails to remedy such conditions within five (5)
days to the satisfaction of the Operator, the Operator may exercise its option in
writing to terminate the Agreement without further notice to the Distributor
and order the Distributor to stop providing services immediately and vacate the
premises; and to cancel ordered products with no expense to the Operator.
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21.2 Distributor files a voluntary petition in bankruptcy, including a reorganization
plan, makes a general or other assignment for the benefit of creditors, is
adjudicated as bankrupt or if a receiver is appointed for the benefit of creditors,
is adjudicated as bankrupt or if a receiver is appointed for the property or
affairs of Distributor and such receivership is not vacated within thirty (30)
days after the appointment of such receiver.
21.3 Distributor's failure to provide services according to the specifications
contained herein.
21.4 Distributor's failure to keep, perform, or observe any other term or condition
of this Agreement.
21.5 Distributor's performance of the Agreement is unreasonably delayed.
21.6 The Operator reserves the right to terminate this Agreement if the services
provided under this Agreement do not meet or exceed existing industry
standards. The Operator reserves the right to make the final determination as to
the quality of services.
21.7 Termination for Convenience
The Operator may terminate this Agreement in whole or in part at any time by
providing written notice to the Distributor. Such action may be without cause
and without prejudice to any other right or remedy of Operator. Upon receipt
of a written notice of termination, except as explicitly directed by the Operator,
the Distributor shall immediately proceed with the following obligations
regardless of any delay in determining or adjusting amounts due under this
clause:
1. Distributor must immediately discontinue work as specified in the
written notice.
2. Terminate all subcontracts to the extent they relate to the work
terminated under the notice.
3. Discontinue orders except as directed by the written notice.
4. Complete performance of the work not terminated by the notice.
Operator agrees to pay Distributor for:
a) Products delivered in accordance with the Agreement documents prior
to the effective date of termination;
b) Operator will not pay Distributor for loss of anticipated profits or
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revenue or other economic loss arising out of or resulting from the
Operator's termination action. The rights and remedies this clause
provides are in addition to any other rights and remedies provided by
law or under this Agreement.
ARTICLE 22
Indemnification and Hold Harmless. Distributor agrees to indemnify and hold
harmless the Augusta Aviation Commission, Augusta, GA and their members,
officers, elected and appointed officials, agents, servants, employees and successors
in office, as set forth in the Augusta-Richmond County Code, and particularly Article
1, Chapter 3, Division 1, Section 1-3-8.5, Indemnity and Insurance, as the same may
be amended from time to time, and described herein, from any and all claims
including reasonable attorney's fees and expenses of litigation incurred by the
Augusta GA and the Augusta Aviation Commission, in connection therewith related
to or arising out of any damage or injury to property or persons, occurring or
allegedly occurring in, on or about Operator property which are in any way related to
or arising out of any failure of Distributor to perform its obligations hereunder.
Distributor further agrees that the foregoing agreement to indemnify and hold
harmless applies to any claims for damage or injury to any individuals employed or
retained by Distributor in connection with any changes, additions, alterations,
modifications and/or improvements made to the premises, and hereby releases the
Augusta, GA and the Augusta Aviation Commission, from liability in connection
with any such claims. In the event of a conflict between the provisions of the
Augusta-Richmond County Code and this Agreement, the broader requirement shall
govern.
ARTICLE 23
Airport Security Requirements/ Security Identification Display Area (SIDA)
Badges. Distributor's employees may be required to operate in the Airport's secure
areas. Distributor shall be required to obtain the Airport's Security Identification
Display Area (SIDA) badges for any employee working in the secured area.
Distributor shall comply, at its own expense, with the Transportation Security
Authority (TSA) and the Airport's security requirements for the Airport's SIDA
including, but not limited to employee training and badging. Distributor shall
cooperate with the TSA and the Operator on all security matters and shall promptly
comply with any Project security arrangements established by the Operator.
Compliance with such security requirements shall not relieve Distributor of its
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responsibility for maintaining proper security for the above-noted items, nor shall it
be construed as limiting in any manner Distributor's obligation with respect to all
applicable federal, state and local laws and regulations and its duty to undertake
reasonable action to establish and maintain secure conditions at and around the
Premises and throughout the Airport. All employees shall be properly badged and
comply with all Airport safety and security rules.
23.1 To qualify for the badge, individual must be fingerprinted and have a
background investigation completed. In addition, the Operator will conduct a
background inquiry and require finger printing of all individuals who will be
working on the secured side of the Airport screening point. This may also
include collection of appropriate criminal history information, contractual and
business associations and practices, employment histories, reputation in the
business community and credit reports for the Distributor, as well as, its
employees.
23.2 Distributor consents to such an inquiry and agrees to make available to the
Operator such books and records the Operator deems necessary to conduct the
review.
23.3 Distributor shall pay all costs associated with providing SIDA badges.
ARTICLE 24
Compliance with Applicable Laws And Regulations. Distributor covenants and
agrees that it, its agents and employees will comply with all Georgia, county, state,
and federal laws, rules, regulations, Airport Rules and Regulations and City
ordinances applicable to the Work to be performed under this Agreement, and that it
shall obtain all necessary permits, pay all license fees and taxes to comply therewith.
Further, Distributor agrees that it, its agents, and employees will abide by all rules,
regulations, and policies of the Airport during the term of this Agreement, including
any renewal periods. All references to the City, Airport or Federal codes, provisions,
regulations, and rules are incorporated by reference as if fully set forth herein.
ARTICLE 25
Right to Inspect Premises. The Operator may, at reasonable times, inspect the part
of the plant, place of business, or work site of Distributor or any of its subcontractor
or subunit thereof which is pertinent to the performance of this Agreement.
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ARTICLE 26
Changes. The Operator may, during the Agreement Term, make changes to the
Scope of Work, which may result in changes to the general scope of the Agreement
and its provisions. Written agreements, changes, or amendments to this Agreement
shall not be binding upon the Operator except through a properly executed
amendment.
ARTICLE 27
Temporary Suspension or Delay of Performance of Agreement. To the extent that it
does not alter the scope of this Agreement, the Airport may unilaterally order a
temporary stopping of the Work or delaying of the Work to be performed by
Distributor under this Agreement.
ARTICLE 28
Prohibition of Segregated Facilities. The Distributor agrees that it does not and will
not maintain or provide for its employees any segregated facilities at any of its
establishments, and that it does not and will not permit its employees to perform their
services at any location under its control where segregated facilities are maintained.
The Distributor agrees that a breach of this clause is a violation of the Equal
Opportunity clause in this Agreement.
(a) "Segregated facilities," as used in this clause, means any waiting rooms, work
areas, rest rooms and wash rooms, restaurants and other eating areas, time
clocks, locker rooms and other storage or dressing areas, parking lots, drinking
fountains, recreation or entertainment areas, transportation, and housing
facilities provided for employees, that are segregated by explicit directive or are
in fact segregated on the basis of race, color, religion, sex, or national origin
because of written or oral policies or employee custom. The term does not
include separate or single-user rest rooms or necessary dressing or sleeping
areas provided to assure privacy between the sexes.
(b) The Distributor shall include this clause in every subcontract and purchase order
that is subject to the Equal Opportunity clause of this Agreement.
ARTICLE 29
Miscellaneous Provisions
29.1 Judicial Interpretation. Should any provision of this Agreement require judicial
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interpretation, it is agreed that the court interpreting or construing the same
shall not apply a presumption that the terms hereof shall be more strictly
construed against one party by reason of the rule of construction that a
document is to be construed more strictly against the party who itself or
through its agent prepared same, it being agreed that the agents of all parties
have participated in the preparation hereof and all parties have had an adequate
opportunity to consult with legal counsel.
29.2 Governing Law; Jurisdiction and Venue; Attorneys' Fees. This Agreement shall
be governed by, and construed and enforced in accordance with, the laws of
the State of Georgia (without regard to the conflicts or choice of law principles
thereof). The parties irrevocably consent to the jurisdiction of the State of
Georgia, and agree that the Superior Court of Richmond County, Georgia,
shall be an appropriate and convenient place of venue to resolve any dispute
with respect to this Agreement. In the event either party commences any
proceeding against the other party with respect to this Agreement, the parties
agree that neither party shall be entitled to recover attorneys' fees except as
otherwise specifically provided for by law.
29.3 Commercial Activity: Neither Distributor nor its employees may establish any
commercial activity or issue concessions or permits of any kind to third parties
for establishing activities at the Airport.
29.4 Contingent Fees. Distributor warrants that it has not employed or retained any
company or person, other than a bona fide employee working for Distributor,
to solicit or secure this Agreement; and that Distributor has not paid or agreed
to pay any company, association, corporation, firm or person, other than a
bona fide employee working for Distributor, any fee, commission, percentage,
gift or any other consideration contingent upon or resulting from the award or
making of this Agreement. For the breach or violation of this warranty and
upon a finding after notice and hearing, City may terminate the Agreement
and, at its discretion, may deduct from the Agreement Sum, or otherwise
recover the full amount of any such fee, commission, percentage, gift or
consideration.
29.5 Waiver. The failure of Operator to seek redress for any violation of or to insist
upon the strict performance of, any term of this Agreement will not prevent a
subsequent violation of this Agreement from being actionable by Operator.
The provision in this Agreement of any particular remedy will not preclude
007858-000174/00632745.1 Page 18 of 49
Operator from any other remedy.
29.6 Permits. Distributor shall obtain and maintain at all times all necessary
licenses, permits and certifications to perform the work described in the
Agreement. Distributor shall furnish copies of all licenses, permits, and
certifications to the Operator.
29.7 Work Permits Required. Distributor agrees and acknowledges that its
employees and agent's employees, as well as any subcontractors or
subcontractors' personnel, working on the Agreement must be United States
citizens, or must be lawfully admitted for residence and be permitted to work
in the United States under the Immigration and Naturalization Act, 8 U.S.C.
1101, et seq.
29.8 Counterparts. This Agreement may be executed in several counterparts,
each
of which shall be deemed an original, and all such counterparts together shall
constitute one and the same Agreement.
29.9 Captions. The section captions contained in this Agreement are for
convenience only and do not in any way limit or amplify any term or provision
hereof. The use of the terms "hereof," "hereunder" and "herein" shall refer to
this Agreement as a whole, inclusive of the Exhibits, except when noted
otherwise. The use of the masculine or neuter genders herein shall include the
masculine, feminine and neuter genders and the singular form shall include the
plural when the context so requires.
29.10 Article Further Acts. Operator and Distributor each agrees to perform any
additional acts, execute, and deliver any additional documents as may
reasonably be necessary in order to carry out the provisions and effectuate the
intent of this Agreement.
29.11 Prohibition against Contingent Fees. The Distributor by execution of this
Agreement warrants that it has not employed or retained any company or
person, other than a bona fide employee working solely for it, to solicit or
secure this Agreement and that it has not paid or agreed to pay any person,
company, corporation, individual, or firm, other than a bona fide employee
working solely for it, any fees, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this
Agreement.
007858-000174/00632745.1 Page 19 of 49
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in
two (2) or more counterparts, each with the force and effect of an original, on the day
and year first above written.
OPERATOR:
THE CITY OF AUGUSTA GEORGIA
ip • ��4.60!) ® By. , w
r a ��$ b``liHardie Davis, Jr. Ma
c 0
Att .. .zt..s, .
Y1 e.
/.11 16.0:0.112 .a./ ;6'
ler
AUGU TA AVI TION COMMISSION
t
/I
W' to Chairperson
Attest:
Crystal, nson
DISTRIBUTOR:
LYKINS ERGY SOLUTION
By: A
Name: /
Title: 0
alilfka7-64 )VY\
fitness
0110114 Plitterzi „orArk,„
Notary Public � -�„r-�!�� ---i- 1 ANDREApATACCEI
[NOTARY SEAL] 1 ^ *: **Public,ststeofMiu
10 °:� MDu
9 r on Expires 01-23.2024
007858-000174/00632745.1 Page 20 of 49 �a9 ray„
EXHIBIT "A"
PREMISES
AGS Fuel Farm
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Page 21 of 49
007858-000174/00632745.1
•
EXHIBIT B
REQUIRED SUBMITTALS
007858-000174/00632745.1 Page 22 of 49
I
(i, '- 014011%
,
hstematic Allen Verification for Entit$Bnlenti(SAVE)Proprarn
Affidavit drudging Status for Augusta,Georgia Benefit Application By executing this alhiriark
under oath,as an applicant for an Augusta,Georgia Business License or Occupation Tax Certificate,Alcohol
License,Taxi Perms Contract or other public benefit as reference in O.C.GA Section SD-341.1 am static the
following with respect to my bid for an Augusta.Georgia contract for
T- }k- CI!
R iaerntewnaugwoadr eceaoa�
Ewell , Al1` v ',Lv
fewintfiteclieento gPM
estote011.3m esientg f el I FIYeo B�W�Yig.torpors/Oak nadnersh{q,dronor p Mte►j_
M
Inanmat ,; :. , paringralikaordherprholrMYIYP
14 ,i _ I am a citizen of the United States.
OR
24 I am a legal permanent resident 28 years of age or older.
Olt
3.) I an an otherwise
qualified alien 48 f USC ifi$i) or nonirrrnigrard order the Federal
Immigration and Nationality Act+8 USC 1101 et seq)18 years of age or older and lawfully present in the
United States."
in aatdep the ehoo*ire an sender aatt4 t aedai$tand that any person nen kseowigly and WI,*
acmes a Aka Jig:Nam sr fiondiiient stamen*r ar in on q dant shah he guilty of a
riatoteaof oda SWIM 26484Oq/theO utCadey/. 7.1C.
1 ,
Sinn_ Appilnnt ._"lit
Punted kerne %,
°Alba nopiitmona Nm a eer tar Nave-CJterem
summers AND SWORN BEFORE ME ON tis THE Le___ tiro OF tkibier ,2(1 i A
r
NoPublic ,p+7
hooey
`- Snnr?R&J soi
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----- w+.Yru�ecd .,
MyCanwnissioa Eapires: 1 -1 2 _e , ,a `^ ' E. ,1= s 2421
R 1
.... caa� l
You Must Complete and Return midi Yaw Submittal Document Most Be Notarised
&d ken P39-0Y8 Sung*at Iodine and Dm&R
Bid Dut 1,' .October 19.301$ti 11.00 a m.
Rageaatle
007858-000174/00632745.1 Page 23 of 49
U 0 R t: I A
STATE OF GEORGIA.COUNTY OF RICHMOND 810MFPIRFC/_,Q-IN Q
SUBCONTRACTOR AFFIDAVIT
By aaec icing this atIldavit.the undersigned suboonbadat verifies its compliance with 0.0-GA.13-
1x91.stating affirmatively that the individual,fan.or which i4rgeged in the physical
perfonro
ree of services under a contract with -114 a fi� i iLikrptiri on behalf of
Augusta Richmond County board of Commissioners late regallef d with arld is participating in a
federal work authorization program- [any of the electronic verification of work authorization
programs operated by the United States Department of Homeland Security or Fry equivalent
federal work authorization program operated by the United States Department of Homeland
Security to verify inforrnalion of newly hired employees.pursuant to the Immigration Reform and
Control Act of 1996 ([RCA), Pl. 9 9403], in accordance with the apprikebatiy provisions and
deadlines established a O.C.a A 13-1041.
E ' lar WeMilG ab nn Number
1014.1tlrla
Cvtnve►iyN i e
f
6Y: OM=m Agent
(r• Mc spa)
\IP yens 1 ` rimtN°rrtw4
Tie of Auamtttad Oitiear ar Apart at Coniraemr Georgie W requires mom emnpenybe Mare me
E.VadtifiMer Idsaagalsn tMedter on or site,Jdy
-, y,, 211111.P afie AuMorixed Olficarar Agent For additional information: State et Georgia
-tit Priv.%do slaia.sa us!odf rc#ew30 10 1 rtt1
SUBSCRIBR)AND SWORN BEFORE ME ON THIS THE MVO l'ia-verft_imeis 9.0411-rs
MVPy r 2014
frozzl
Pubis
My Commission Expires:
2 , 242 4 NOTARY SEAL
Nrapau
-- MEGEARID/Cat
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be Sus eillarallorrageiral-ramaCishast
PapOsil
007858-000174/00632745.1 Page 24 of 49
- /7:-
7.•• t_if..-5 -XI-
) 0 it a', 1 A
in accordance win the Lass of Georgia.the krAaekp Miriam ie required by an random
NON-COLLUSION AFFIDAVIT OF SUBCONTRACTOR
I. •i i k £1isle...tu � .tion erliry that this bid or proposal is made without prior
Wim,dominantor CQn 1 with any ctaporation,fern or person submitting a bid for the same
work, labor or tanks to be done or the supplies, materiels or satuipment to be Wished and is in all
respads fair and without adhesion or Maud.I understand coiishe bidding is a violation of elate and federal
law and can result in tines.prison sentences and civil dernagas awards.I agree to abide by at oondiions of
this bid or proposal and or ably that I am au*Jmriaed to sign this bid or proposal for the bidder.
Affiant further stakes that pursuetli to O.C.GA.Section 36411•,21 Of)and tej.
E s c3 F ,Thas not, by NNW or with others, directly or
'fitor attempted te prevent competition In such bidding or proposals by any rare
whatsoever.Altera further states that ts)he has not prevented or endeavored to prevent anyone from making
a bid or offer on the project by any means whatever,nor has Mlent caused or induced another to withdraw a
bid or ostler for the work. t1 ,
Affiant further stades that the said offer of I )rrht �cYyLIlaryg , is bona Ade,and that no one
has{lone to an upppiie��r and altte�empied to gel surds company to furnish the materials to the bidder
only,or d a d too Kf`` .her bidder,Net the material shall be at a higher price.
Sgnature dolt ori ed Company Representative
vi)
Title
Saturn kW add aubsrrbed before ole this_I Y__ Of;T f- v�i I j_,__ .20
r ,«� a . t
a
Notary ig
Notary Rubino: A3 f Yf a Po-faro (NM Name)
County.,t)ii,LfilAti
Commission Expires: ,I j$i 1-122-k NOTARY REAL
vias.Marten .J
a.____------.......„:4. a 11 1+ r Qasealdhk
6,160161611601-232024
lid saw MISS bisp iSass.sedfusel.Aewwttemart
Ppa aril
007858-000174/00632745.1 Page 25 of 49
E—VeriIvCoany ID NuMbar:371783 GantID Number 1169342
THE E-VERIFY
MEMORANDUM OF UNDERSTANDING
FOR EMPLOYERS USING A WEB SERVICES E-VERIFY EMPLOYER AGENT
MIME I
PURPOSE AND AUTHORITY
The parties to this agreement are the Department of Homeland Security(DHS),the tyldna
Companies Inc.(Employer),and the Web Se*es E-Verify Employer Agent.The purpose of
this agreement s to set forth terms and conditions which the Employer and the Web
Services&Merty Employer Agent will blow whie participating v &Verty
E-Vemy is a program that electronically confirms an employee's eigbity to work in the
United States after completion of Form 119,Employment BOW Verification(Form 0).This
Memorandum of Understanding(MOU)explains certain features of the E4lerry program and
describes sped&responsibilities of the Empbyer,the EAlerify Employer Agent.the Social
Security Administration(SSA),and DMS.
References in this MOU to the Employer include the Web Services E-Verify Employer Agent
when acting on betray of the Employer.
For purposes of this MOU,the E Merify browser refers to the website that provides direct
access to the&Merry system: .1bu may access &Vitrify directly free of charge via the E_
%lerify browser..
Authority for the&Verify program is found in Tile W.Subtitle A,of the Vagal emigration
Reform and immigrant Responsbity Act of 1996(EIRA).Pub.L 104-208, 110 Stat. 3009,
as amended(8 U.S.C. 3 1324a note).The Federal Acquisition Regulation(FAR)Subpart
2218, "Employment 'Verification"and Executive Order 12989.as amended,
provide authority for Federal contractors and subcontractors(Federal contractor)to use E-
Verty to verify the employment eigibiRy of certain ernpbyees working on Federal contracts.
ARIHCLE N
RESPONSIBILITHES
A.
RESPONSIBILITIES OF THE EMPLOYER
1 For purposes of this MOU.references to the Employer include the Web Services E•
Verify Employer Agent when acting on behalf of the Employer.
2. 8y enrolling in E4lerify and signing the applicable MDU,the Employer asserts that it
is a legitimate company which Intends to use E-Verify for legitimate purposes only
and in accordance with the laws, regulations and OMS policies and procedures
relating to the use of&Verifyt
3. The Employer agrees to display the following notices suppled by DMS (though the
Web Services E Verify Employer Agent)b a prominent place that is dearly visible to
Pagel of 23 I(*wiry NDu for Employers ers Using a Web Services Employer Agent I fleriislon Date O001l13
007858-000174/00632745.1 Page 26 of 49
Q bl •
Company lb Hu ter 47171!2 [lair Company ID Planter 11693+02
prospective employees and al employees who are to be verified through the
system:
A. Notice of E4 rily Rartidpation
B. Notice of Right to Work
4. The Employer agrees to provide to the SSA and 1)115 the names,tiles.addresses,
and telephone numbers of the Employer representatives to be contacted about E
VetWy The Employer also agrees to beep such information current by providing
updated information to SSA and DHS whenever the representatives'contact
information changes.
5. The Employer agrees to become fernier with and comity with the most recent
version of theE-Verify User Manual.The Employer will obtain the E-Verify User Manual
from the Web ServicesE4+lerify Employer Agent,and wit be notified by the Web
Services Employer Agent when a new version of the EAlierify User Manual
becomes ave
6. The Employer agrees to ropy with current Forrn 19 procedures.with two
exceptbrns
A. If an employee presents a'list B'identity document, the Employer agrees
to accept "list r dos-meats that=tab a photo.(Lh't B dtarneris
in8 C.F.R 274a.2(b)(1)(8))can be presented during the Form E9
process to establish identify;)If an employee objects to the photo
requirement for religious reasons,the Ernpbyer should contact Elubrly at
888464-4218.
8. if an employee presents a DM5 Form 1-551 (Permanent Resident Card).
Form 1766(Employment Authorieation Donxnent). or U.S.Passport or
Passport Card to complete Form 1+9,the Employer agrees to maw a
photocopy of the document and to retain the photocopy with the
employee's Farm 19.The Employer wit use the photocopy to verfy the
photo and to assist OHS with its review of photo msmatches that
employees contest.D15 may in the Mire designate other donrnentss that
activate the photo sclreeritg tool.
Note:Subject on y to the exceptions noted previously h this paragraph, em pioyees
still retain the right to present any List A,or Llai 8 and List C, doctrnengs)to
complete the Form 1-9.
7. The Employer agrees In record the case verification number on the employee%Form
19crtoprk*lha screen contacase verricatbn number and attach it to the
employee%Form 49.
8. The Employer agrees that,although it participates in E* y,the Employer has a
responsibility f . � make a aluble for inspection Forms h9 that
including, relate to empbyees,or
theobligation
respect
toother requirements of applicable regulations or laws,
2748 of the withcomply with the antidiscrimination r+egtirements of section
to Form 1A procertrses.
A. The following modified requirements are the only exceptions to an
Employaer"s obtgatlon to not employ urhauthorired workers and comply with
the anti-discrimination provision of the NA: (1)List B ken*documents
must have photos,as described in paragraph 6 above:(21 When an
Employer confirms the identity and employment aigibtity+of newly hired
employee using E-Verify procedures.the Employer estabishes a rebuttable
presumption that i has not violated section 274Afa)(1)(A)of the
I'age7 of 23 l E4krIfy MOU for Employers using a thab Services Employer Agent I Newman Date 06/01/13
007858-000174/00632745.1 Page 27 of 49
Verity
Company tD rilumaer:8717r3 [trent company ID Number:11139342
knrnigratbn and Nationality Act(NA)with respect to the hong of that
employee:(3)1 the Employer receives a final noncordirrnation for an
employee,but continues to employ that person,the Employer must notify
DHS and the Employer
is subject to a civil Flannel way between$550 and
$1,100 for each to natty DHS of oonbnued enn}tbyment following a
final noncorfrmatlort(4)1 the Employer continues to employ an employee
alter receiving a film al noncordirmation,then theEmployer to a
rebuttable presumption that t has knowingly employedan 1.subject
algin is Voted:in of section 274A(a)(1)(A);and(5)no Eby participant is
Wily or nimbi*liable under any law for any action taken in good faith
based an information provided through the E-Verify
S. OHS reserves the right to conduct Form 1.9 compiance inspections,as wel
as any anter enfortement or compliance a ctiuty authorized by law.including
site visits,to ensnare proper use of E.Vy:
9. The Employer is strictly prehibited from vesting an E.lferify case before the
employee has been hired.meaning that a fes offer of employment was extended
and accepted and Form 1.9 was completed.The Empltyer agrees to create an E
Verify rye for new employees within three Employer business days after each
employee has been lied(after both Sections 1 and 2 of Form 19 have been
completed),and to complete as many steps of the EVIenliy process as are
necessary according to the E- erify User ManuaL l E. erl'yr is temporarily
unavailable.thethreeday tine period will be extended until it is again operational in
order to accommodate Employees attempting.n good faith,to male inquiries
during the period of unavaiiabiRyt
10. The Employer agrees not to use E-Verify for preemployment screening of job
appicarts.in support of any unlawful ernpbyrttert practice,or for any other use
that CHs MOU or the E ertfy User Manual does not authorize.
11. The for Employer must t E-Verty(shoo Web Services E l'y Employer Agent)
ve ify sale and will not verify
enipbyees hired before the dateof this MDU.Em yens who are Federal
contractors may query for exceptions to this requirement as dessetltted in Article LB
of this MOU.
12. The Employer agrees to foible appropriate procedures(see Article If below)
regarding tentatiive nartcorfrrnatbns.The Employer must promptly notify
employees to private of the finding and provide them with the notice and letter
contatdrig information specific to the employees&e*case,The Employer agrees
toprovide both the English and the translated notice and letter for employees with
limited English proficiency to employees.The Employer agrees to provide written
referral instructions to employees and Instruct affected employees to bring the
English copy of the latter to the 55k Themust allow to
congest tie finding,and net tale adverse against employees if they choose to
contest the finding.while their case is still perdig.hither,when employees contest
a tentative noncorfrmation based icon a photo mismatch the Employer must tale
addlional steps(see Article KB below)to contact DNS wth information necessary
to resolve the chalenge.
13. The Employer agrees not to take any adverse action against an employee based
upon the employee's perc.elved employment elg*ty status while SSA or DHS is
defined in 8 C F 74n request
that the unless
the rd yyeee Lsnotr obtains work authorized.Thase
Employerunderstandsthat an initial inability of the SSA or OHS automated
n system to Verify work authorization,a tentative noncorfrmation,a case
P ga3 al 23 I EVertly NOW tar Employers Using a Web Services Employer Agent 1 evasion Dale 08/01/13
007858-000174/00632745.1 Page 28 of 49
E-Verify _ _
14"-
.....,,any.Alutebet.571283 Cleat Cattigany ID Nurr :1169342
in continuance(M ieating the need for additional time fur the governmernt to resolve
a case),or the finding of a photo mismatch,does not establish,and should not be
interpreted as,evidence that the empbyee is not work authorized. In any of such
cases,the employee must be provided a ful and fair opportunity to contest the
finding, and if he or she does so,the employee may not be terminated or suffer any
adverse employment eligibility
consequences based upon the employee's perceived
90 y status(inclurfing denying,reducing,or extending work hours,
delaying or preventing trailixg, requiring an employee to work in poorer candiions.
wl hhoirirrg pay,refusing to assign the employee to a Federal contract or other
assignment,or otherwise assuming that he or she is unnamed to work)urate and
unless secondary verification by SSA or DHS has been completed and a finial
nonc nflmattion has been issued. If the employee does not choose to contest a
tentative nanconfirmation or a photo mismatch or if a secondary verification is
completed and a final nonconfirrnation is issued,then the Employer can find the
employee is not work arthorized and terminate the employee's empbymernt.
Employers or employees with questions about a final noncorltlrmaton may cal E-
Verifyat 1488464.4218(customer service)or 1-888-897-7781(worker hotline).
14, The Employer agrees to comply with Title VI of the Cin+!Rights Act of 1964 and
section 2748 of the lf�lA as applcatle by not dls rinhatiig unlawfully against any
individual in hiig,firing..employment eliglt ty verification,or recrutmertt or referral
practices because of his or her national origin or�status, or by committing
discrfrniretory documentary practices,The Employer understands that such illegal
practices can iocitide selective verrieation or use of&Verify except as provided in
part D below,or disrharnging or refusing to hire em,,��because they appear or
sound"foregrf or?rave received tentative noncornfirmations,The Emplrsyer further
understands that any violation of the immigration-misted unfair employment
practices provisions in section 2748 of the NA could;subject the Employer to civil
penalties,back pay awards,and other sanctions,and violations of The VII could
subject the Employer to back pay awards,compensatory and punitive damages.
Viootioris of either section 2 748 of the INA or Title VII may also lead to the
termination of is participation in Edorer fy If the Employer lies any questions relating
to the antiotscrlinination provision,i should contact OSC at 1.800-2554155 or 1-
800-237-2515(TOD).
15, The Employer agrees that t MI use the information i receives from EA'lriyr
(through is Web Services E-Verify Employer Agent)only to comm the employment
eiigblity of employees as authorized by this MOO.The Employer agrees that it wi
safeguard this information,and means of access to it(such as Personal Iderdtion
Numbers and passwords),to ensure that i is not used for any other purpose and as
necessary to protect is confidentiality,Including ensuring that t is not disseminated
to any person other than employees of the Employer who are authorized to perform
the hr's responsiblkies under this MOO except for such dissemination as may
be authorized in advance by SSA or Oh-IS for legitimate purposes.
16. The Employer agrees to notify DI-15 immediately in the event of a breach of personal
information,Breaches are defined as kiss of control or unauthorized access to E
Vleri`y personal data.Al suspected or confirmed breathes should be rted by
caring 1.888-464.4218 or via email at E-Verifyildhs.gov. Please use•Prwacy
incident-Password' in the subject line of your email when sending a breach report
to ENbnty.
17. The Employer acknowledges that the information t receives from SSA through its
Web ServicesE arty Employer Agent is governed by the Privacy Act(5 U S.C.4
552a(i)(1)and(3))and the Social Security Act(42 W.S.C.1306(a)).Any person
}.ho obtains this information under take pretenses or uses It for any purpose other
Palma et 23 I E-Utrty MDU lot Ernri*cs Using a Wb Serines Ertolowr Agent I Aerisien Date 06101!13
007858-000174/00632745.1 Page 29 of 49
rV_
Company ID Fitenhen5717X3 Mt Company IDr, :1169342
than as provided for in this MU may be subject to criminal penalties.
18. The Employer agrees to cooperate with DHS and SSA in their compliance monitoring
and evaluation of E-Verify.wl+irh includes permitting DFS.SSA.their contractors and
other agents,upon reasonable notice,to review Forms E9 and other employment
records and to interview t and its employees regarding the Employer's use of E-
VVVerEy,and to respond in a prompt and accurate manner to DHS requests for
Information relating to their participation in EAbdfy
19. The Employer shall not male any fake or unauthorized claims or references about
is participation in Ealloty on its website,In advertising materials,or other medlo.
The Employer shall not describe is services as federaioappro ed.federally-certified,
or federaIytirecogr>ized,or use gage with a similar intent on its website or other
materials provided to the pubic,Entering into this MOLT does not mean that Erify
endorses or authorizes your Eby services and any claim le that effect is take.
20. The Employer shag not state in its websie or other pubic documents that any
used therein has been provided or approved by 016.USCS or the
tion Division,without first attaining the prior written consent of OHS.
21. The Employer agrees that E-VerVy trademarks and logos may be used cony under
icerrse by OMS/USt]5(see)and.other than pursuant to the specWic terms of such
icense,may not be used in any manner that might imply that the Employer's
services,products.websites,or put ns are sponsored by,endorsed by, licensed
by,or alleged with DMS,USCG.or Eby:
22. The Employer understands that V it uses E-Verly procedures for any purpose other
thact o as n authorized by this is pa tlonEmpyen may be suttect to appropnale acconi g to this*IOU.
legal
action and termination d in
E RESPONSIBILITIES OP TIE WEB SERVICES E-VEILIFY EMsL VER AGENT
1. The Web Services parity Employer Agertto complete its Web Services
interface no later than sire months alter the�the Web Services User signs this
MDU. E Mfy considers your interface to be complete once it has been bulk
appthe
for interface m aacccntrol Agreement sss (CA),submitted to Eakriy for testing,
and2, The Web Services&Verify Employer Agent agrees to perform suffidert maintenance
on the Web Services interface in accordance with the requirernerts listed in the ICA
These requirements include,bit are not inked to,updating the Web Services
interface to*retie that any updates or enhancements are incorporated no tater
than sir morons after the Issuance of an ICA.Web Services&briny Employer
Agents should be aware that this wit require the investment Ohne and resources.
Compliance with the requirements of the ICA must be carried out to the satisfaction
of OMS and or its assignees.
3. The Web Services EArify Employer Agent agrees to provide to SSA andhr OHS the
names.titles,addresses.a-mail addresses,and telephone numbers of the Web
Services E Verify Employer Argent representee who wB access information, as well
as ensure cooperation,communication,and coordnattonwih E-Verify in addition,
Web Services E Verity Employer Agents must provide to SSA andleir DMS the names,
titles,addresses,andnumbers of its inerts and the staff who wit access
information through E We Web Services E-1Aer*y Employer Agents must ensure
the contact information Is updated with SSA and DHS whenever the pouts of
contact change.
4. The Web Services&Vera y Employer Agent agrees to become fancier with and
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E-Veri •
.
Company ID tf sits5717B3 Mot• eo Wafter:1114342
comply with theEVerfy User Manual and provide a copy of the most current version
of the manual to the Employer so that the Employer can become farmer with and
comply with E-Verify poky and procedures.The Web Services:.ferny Employer
Agent agrees to obtab a revised EVierify User Manual as it becomes available and to
provide a copy of the revised version to the Employer no later-than 31)days after the
manual becomes available.
5. The Web Services&Verify Employer Agent agrees that any person accessing& erify
on its behalf is maned on the most recent EVlerify policy and procedures.
6. The Web Services EV eriy Employer Agent agrees that any of is representatives
who will perform employment verification cases wll complete the&Verity Tutorial
before that individual initiates any cases.
A. The Web Services EVerify Employer Agent agrees that at of its
representatives wit tale the refresher tutorialssated by&Verify as a
condition of continued use of EVrerfy, inducing any tutorials for Federal
contractors.f any of the Employers represented by the Web Services E-
Verify Employer Agent is a Federal contractor.
B. Failure to complete a refresher h.torial wit prevent the Web Services E.% rfy
Employer Agent and Employer from continued use of EVet'rfy
7. The Web Services Eaterafy Employer Agent agrees to grant E Verify access only to
current employees who need EVlerity access.The Web Services€. eriy Employer
Agent must promptly terminate an employee's EVerify access If the employee is
separated from the company or no longer needs access to E
S. The Web Services E.Verify Employer Agent agrees to obtain the necessary
equipment to use E.Verify as required by the EVt'rify riles and regulations as
from time to time.
9. The Web Services E-Verify Employer Agent agrees to.consistent wile amicable
laws.regulations.and pinches,commt sufficient personnel and resources to meet
the requirements of this MOU.
10. The Web Services EAEmployer Agent agrees to provide is dents will training
on&Verify processes, and procedures-The . erly Employer Agent also
agrees to provide its dents with ongoing E-Verity tracing as needed.EVierify is not
nesponstrle for providing trallieg to dents of E Verify Employer Agents.
11. The Web Services&Verify Employer Agent agrees to provide the Employer with the
notices described In Artide 18.2 below.
12. The Web Services EVerify Employer Agent agrees to create E-Verify cases for the
Employer it represents n accordance with the EAterify Manual,the EAlerty Web-
Based Tutorial and al other washed E lferlfy rules and procedures The Web
Services Firefly Employer Agent wit create&Verfy cases using information provided
by the Employer and will inmedetely communicate the response back to the
Employer, If crit t f is temporarily unavailable.the three-day time period wit'be
extended is again operational n order to accommodate the Web Services E.
Verify Employer Agent's attempting,, n good faith,to:make inquiries on behalf'of the
Employer durieg the period of unaval abtty If.however,the Web Services interface is
unavailable due to no fault of EVerify then the three-day tine period is riot
extended,In such a case.the Web Services&Verify Employer Agent must use the E.
Verfy browser during the outage.
13. The Web Services€-Verify Emplo Agent agrees to ensure that at notices,referral
letters and any other materials otherwise including instructions regarding tentative
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EVerIly
tw1D NoMbre15717e3 taut Company ID Mangler 11E19342
norcm+fiimations,MI be consistert with the most cnrrert E-Verify tentative
none notices and referral fetters,which are makable on E-IAerityrs
website.
14. The Web Services EVerify Employer Agent agrees that any system or itberface it
develops wB foBlw the steps for creating E erily cases and processing tentative
nornconf*mations, as foul out in the ICA,this Mt')U and the User Manual,including bit
not lmited to allowing anempioyer to close an invalidcase where appropriate,
Mowing an empbyer to refer a tentative nonconf"rmatian only when an employee
chooses to contest a tentative nontoriirmadon(no automatic referrals),and
referring a tentative nonconinnatlon to the appropriate agency at the time the
Services
thereferral letter and provides the letter to the employee.The Web
y Employer Agent understands that any failure to male its system or
interface consistent with proper Eakrify procedures can result in DMS terminating
the Web Services E1l/erify Employer Agent"s agreement and access with or without
notice
15, When the Web Services EAreryy Empbyerr Agent receives notice from a client
company that it has received a contract wki the FAR clause, then the Web Services
EAbrify Employer Agent must update the company's E411erify profile within 30 days
of the contract award date.
16, ff data is transmitted between the Web Services E-Verly Employer Agert and its
tient,then the Web Services E-Werky.Empbyer,p�rt agrees to protect persorialy
icientiiabfe tforrnation during transmission to and from the Web Services E erify
Employer Agent,
17. The Web Services E-Verify Employer Agent agrees to notify DMS immediately in the
event of a breach of personal information.Breaches are defined as loss of control or
unauthorized access ME-verity personal data,All suspected or confirmed breathes
should be reported by calrg 1.888464.4218 or via email at . Please use"Privacy
incident- Password"in the sltbject the of your email when sanding a breach report
to&Verify
18, The Web Services E-Illeriy Employer Agent agrees to fully cooperate with OHS and
SSA in their compliance twittering and evaluation of EVertfy, ncluclng permitting
DHS, SSA,their contractors and other agents„upon reasonable ,to review
Forms 119.employment records.and al records pertaining to the Web Services E-
ks employees
i1g the use �E�sille�,�anddtto respoand nd pond inia timely and accurate r to
OHS requests for inforrtsation relating to their participation in E.Wrifyt
A. The Web Services E sWlly Employeragrees to with OHS if
DHS rests information about the Web Eat Employer Agent's
interface,including requests by DM to view the actual interface operated by
the Web Ser woes E. riy Employer Agent as well as related business
documents.The Web Services EVlerify Employer Agent agrees to
demonstrate for OHS the functlbnakty of its interface to E.erify upon
request
B. The Web Services&Vie ►y Employer Agent agrem to demonstrate,if
requested by OHS, that i<has provided train , to its dents that meets E.
Verify standards.Training programs must provide a focused study of the
topics covered in the EVerify User Manual and pertinentSupplern
Guidrs. Furthermore,training programs and materbis must be updated as
&Verify changes occur.T11e Web Services&Verify Employer Agent is
encouraged to incorporate information from existing E. ify materials,
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E-VeriIy
ID 1391983 Client ID Manner 1160542
�1! Company
including the Enrollment Quite Reference Guide,the EAAeri'y Employer Agent
Client Fiadbook(formerly known as the Designated Agent Client Handbook),
and existing tutorials and manuals into their training program.&Verify also
encourages the Web Services E-Verify Employer Agent to supervise first-time
use of the&Verify browser or Web Services interface by Its staff and
Empbyer clients s part
any training program.The Web Servi:es E-Verey
Empbyer Agent aagrees tofsubbrnk Its trailing program materials to DNS for
rem Wen request
Faire to provide adequate trailing cou'd,in some instances,lead to
penalties as described in Attlee V.F.1.of this MOU.
19. The Web Services EAvverify Employer Agert shall not make any false or unauthorized
claims or references about Its participation h E-II'erilry on its website,in advert$hg
materials.or other media.The Web Services E-Wrify Em shall not
describe is services as fedeeralrapproved, fed rally-cd,orr#ederaliy-recogdeed,
or use age with a sindlar intent on its websll a or other maters provided to
the pubic.Entering into this MOU does not mean that EAIIet*y endorses or
authorizes your Web Services EAAerify Empbyer Agent services and any claim to that
effect is false.
20. The Web Services EAAerty Employer Agent shad not state in its website or other
pubic documents that any language used therein has been provided or approved by
DHS.USCG or the Verification Division,wthout first obtaining the prior wrtten
consent of OHS.
21. The Web Services EAAenify Employer Agent agrees that E.W y trademarks and
logos other than pursuant
to mspecificbe�termsed�M such license.under license�nottbbe usSCSe!in seeany mamer that mbht
'inply that the Web Services E-Verry Employer or po tions are sponsored deemed by,or affiliated products.
USCG,or E
22. The Web Services E-Verify Employer Agent understands that If It uses&Verify
procectu res for any purpose other than as authorred by this MOU,the Web Services
&Veriy Employer Agent may be subject to appropriate legal action and termination
of is participation in EAferily according to this MOU.
C. RISPONSIQRITIES OF FEDERAL CONTRACTORS
The Web Services E4Ylerty Employer Agent shad ensure that the Web Services EAAerify
Employer Agent and the Empbyers It represents tarry out the following responsbilties if the
Employer k a Federal contractor or becomes a federal contractor.The Web Services EAIErify
Employer Agent should instruct the dient to keep the Web Services EAAerify Employer Agent
Wormed about any changes or updates related to federal contracts.E is the Web Services
Eg erity Employer Agent's respon sibety to ensure that is clients are h compliance wth at E.
Verify kms and procedures,
1. If the Employer is a Federal contractor wth the FAR EAvterily clause subject to the
employment verification terms in Subpart 22.18 of the FAR, it wi become(miler
will and comply with the most current version of the EVerty User Manual for
Federal Cor tractors as wed as the E-Verify Supplemental Guide far Federal
Contractors,
2. In addition to the responsibities of every employer outlined in this MDU.the
EEg tnderstan ds that if It is a Federal contractor subject to the errnpbyrnert
terms in Subpart 22.18 of the FAR It must verify the employment
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E-Veriryr. ,. ,E ,
Company ID teember:5717a3 [Herat Company ID ttantber1169342
elgl>Nty of any"empbyee assigned to the contract"(as defined in FAR 221801).
Once an ernpbyee has been verified through&Verify by the Ernpbyer.the Ern,loyer
may not revertfy the employee through Motley
Irl An Employer that is not erroled in Eeriy as a Federal contractor at the
time of a contract award must enrol as a Federal contractor it the Viterty
program within 30 calendar days of contract award and. wihin 90 days of
errn8nent,begin to verfy empbyment agility of new hires using E Verifyt
The Employer must verify those employees who are wcrldrg In the tinted
States,whether or not they are assigned to the contract.Once the
Empbyer begins verifying new hires.such verV9catbn of new hires must be
initiated within three business days after the trim date.Once enrolled in E
eWay n as a Federal contractor,the Einpbyer must begin verllcation of
assigned to the contract within 90 calendar days after the date
of enro8nerit or wihin 30 days of an employee's assignment to the
contract.whichever date is later.
B. Employers enrolled in E4 rify as a Federal contractor for 90 days or more at
the tine of a contract award must use E-Veriy to begin ver on of
erne yb menu ei�for new hies of the Employer who are working in the
mates,w or rot assigned to the contract, wthil three
business days after the date of hive if the Employer is Caroled in Etierify as
a Federal contractor for 90 calendar days or less at the time of contract
award,the Employer must.within 90 days of enrollment,begin to use F.
Verify to initiate verification of new hires of the contractor who are working
in the tinted States, whether or not as to the contract.Such
mon of new hires must he irtiattt in three business days after
the date of hire.An Employer enrolled as a Federal contractor in&Verify
must begin verification of each employee assigned to the contract wthin 90
calendar days after date of contract award or wihin 30 days after
assipwnett to the contact,whichever is later.
C. Federal contractors that are insttudons of higher education(as defined at
20 U.S.C.1001(a)).state or local governments.governments of Fedeaty
recognized iidian bions, or stveties performing under a takeover agreement
entered into wth a Federal agency under a performance bond may choose
to only verify new and existing employees assigned to the Federal contract
Such Federal contractors may,however.erect to verify al new hies.an dfor
at existing employees hired after November 6, 1986. Employers in this
category trust begin verification of employees assigned to the contract
within 90 calendar days after the date of errolrment or wttrin 30 days of an
employee's assignment to the contract,whichever date is later.
U
11 e Federal contractors may elect to ve
a yErn dye xisti emus working in theUnited Stats
who were hired after November 6, 1986,instead of verifying only those
employees assigned to a covered Federal contraet,Aker erraftnent,
Employers must elect to verity existing staff taming DHS procedures and
begin rify verification of al existing employees within 180 days after the
election.
E. The Employer may use a previously completed Form 1.9 as the basis for
creating an Pale fy case for an employee assigned to a contract as long as:
I. That Form i-9 is complete (including the 5SN)and tamales with
Artide LA.6,
I. The employee's work authorization has not expired,and
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Company 1D Pksnber 5717e3 Client Compaery 10 Nunber:1169342
I. The Employer has reviewed the information reflected n the Faun 1-99
either in person or in communraticros wth the esrtpbyee to ensure
that the employee's Section 1,Form 1.9 attestation has not changed
(including,but not 1'imted to,a lawful permanent resident aien
having become a naturaized U.S.citizen).
F. The Employes shal complete a new Form 19 consistent with Article LA6 or
update the previous Form 1.9 to provide the necessary information if
I The Employer cannot determine that Form 1.9 cometes with Article
LA6.
a
The employee's basis for work authorization as attested in Section 1
has expired or changed,or
i The Form 1.9 contains no SSN or is otherwise incomplete.
Note:I Section 1 of Form 14 k otherwise void and up-to-date and
the form otherwise Comptes wth Article LC.S,but reflects
documentation(such es a U.S.passport or Form 1.551)that expired
after completing Form 1-9.the Employer shat not require the
production of adcitoral documentation,or use the photo screening
tool descirbed In Article LA.S,subject to any additional or
super instructions that may be pro+ ed on this subject in the
&Veriy User Manurial.
G. The Employer agrees not to require a second verification using EMerly of
any assigned employee who has previously been verified as a newly tired
employee under this MOU or to authorize vacation of any existing
employee'.by any Employer that is not a Federal contractor based on this
A
3. The Employer understands that if it is a Federal contractor,its comphance with the
1400 s a performance onnance =s -merit under the terms of the Federal contract or
subcontract,and the Em • w consents to the release or itformatian relating to
compliance with its y •• res under this MOU to contracting officers
or other offices authorized to review the Employer's compliance With Federal
contracting regi emends.
D.RESPONSISIL T1E5 OF SSA
1. SSA agrees to allow DNS to compare data Provided by the Employer(though the E.
Verb Employer Agent)against SSA's database. SSA sends DiSS conirwmaticrn that
the data sent either matches or does not match the informatlan in SSA's database.
2. SSA agrees to safeguard the information the Employer provides(through the E
Verify Ernpbyer Agent)through E-Verify procedures.SSA also agrees to limit access
to such information,as k appropriate by law,to lx*.lduals responsible for the
verification of Social Security numbers or naspondble for evaluation of Rik*or
such other persons or entities who may be authorized by SSA as governed by the
Privacy Act(5 U.S.C.§552a),the Social Security Act(42 U.S.0 1306(a)),and SSA
regulations(20 CFR Part 401),
3. SSA agrees to provide case results from is database within three Federal
Government work days of the initial inquiry E.vErlfy provides the information to the
E Employer Agent
4. SSA agrees to update SSA records as necessary i the employee who contests the
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E-VeriIy___
Company ID Numi :571783 Client C npany ID Numbe:11E9342
SSA tertatire nancorfirmnatton visits an SSA field office and provides the requ►ed
evidence,V the employee visits an SSA field office wthhin the eight Federal
Goverment work days from the date of referral to SSA,55A agrees to update SSA
records,if appropriate,within the eight-day period unless SSA determines that more
than eight days may be necessary h such cases,SSA wB provide attlitbnal
instructions to the empibyee.If the employee does not visit SSA in the time allowed,
E-Verify may provide a final noncoriFrrnation to the&Way Ernployer Agent
Note:V an Employer experiences technical problems,or has a poky question,the
employer should contact E.Verify at 14388-464.4218.
E.RESPO1 IBUUTlES OF CHS
1. DNS agrees enable Euro provide the Employer with selected data from DNS databases to
Royer(through the E-Verify Employer Agent)to conduct,to the
extent authorized by this Moth
A. Automated verification checks on aien employees by electronic means.and
B. Photo verification checks(when available)on employees.
2. DHS agrees to assist the&Verify Employer Agent with operational problems
associated with its participation n Tin&Verify DI45 agrees to onm.4de the E-VerNy
Employer Agent names,titles.addresses. and telephone numbers of DHS
representatives to be contacted during the&Verify process.
3. DNS agrees to provide to the&Verily Employer Agent with access to E rVy
training materials as well as an E Ny User Manual that contain instructions on E-
lterify po ides, pmcedues.and rertiremerts for both SSA aryl DHS,htluldhg
restrictions on the use of&Verify
4. DHS agrees to train ENerify Employer Agents on all important changes made to E-
Verify through the use of mandatory refresher tutorials and updates to the&Verify
User Manua Even wthout changes to EAtury,OHS reserves the right to require E.
Verify Employer Agents to take mandatory re - tutorials.
5. DHS agrees to provide to the Employer(through the 64.4enly Employer Agent)a
notice,with indicates the Empbyer s parricipatkin in&Verify DHS also agrees to
prtwide to the Employer antidiscrimination notices issued by the Office of Spedal
Counsel far lmmigratbn-Related Unfab Employment Practices(OSC),CA Rights
Division,U.S.Department of Justice.
6. DHS a to issue each of the&Verify Employer Agent's E. erify users a unique
user tbo number and password that permts them to log lo to E4krifyd
7. DHS agrees to safeguard the information the Employer provides(trough the E-
Verify Employer Agent),and to limit access to such information to lydiriduais
responsible for the verification process,for evaluation of E-Verry.or to such other
persons or ertkies as may be authorbed by aEpicable law.Information wilt be used
orgy to verify the acclxacy of Social Securty numbers and empbymaert eig .y,to
enforce the INA and Federal criminal laws,and to administer Federal contracting
requirements.
8. DHS agrees to provide a means of automated verification that provides(in
cors mcthn with SSA verification procedures)confirmation or tentative
noncoriinnation of employees'ernpbyrnent eIg Lyn wthin three Federal
Government work days of the initial inquiry.
9. OHS agrees to provide a rfieans of secondary verification(inckeding updating OHS
• Pagel l of 23 1 E4 my MOD fear Empfayers Uslop a Wee Services Enployier Spent i Precision Date 46/0l/13
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E—Veriy_. s
Compmey o Neenben571T83 Client Comm/o Mrrberi1169342
records)for employees who contest OHS tertath a nonce nfrmatlons and photo
mismatch tentative noncont'rmat .This provides fnst corfionatlon or
nonconfirmation of the employees'employment elgity wtthn 10 Federal
Government work days of the date of referral to OHS,unless OHS determines that
more than 10 days may be necessary In such cases.OHS will provide additional
verification instructors.
ARTICLE III
REFERRAL OF INDIVIDUALS TO 55A AND DNS
A.REFERRAL TO 55A
L If the Employer receives a tentative nonconfkmation issued bySSA,the Employer
must pelt the notice as deeded by E.*rify The Employer must promptly notify
employees in private of the finding and provide them with the notice and letter
containing information specific to the employee's&Verify case.The Employer also
agrees to provide both the English and the translated notice and letter for employees
with inked Enlist)proficiency to employees.The Employer agrees to provide
written referral instructions to employees and instruct affected employees to bring
the English row of the letter to the SSA.The Employermust Wow employeesto
contest the findhg and not tale adverse action employees if cloose to
contest the finding,while their case is still pending.
2. The Employer agrees to obtain the employee's response about whether he or she
WI contest the tentative nonconfimation as soon as able after the Employer
receives the tentative norc onfirmation.Only the may determine whether
he or she WI contest the tentative nonconfirmation.
n.
3. After a tentative noncontrmation.the Employer MI refer empbyees to SSA field
offices only as d'rected byThe Employer must cord the case�l
number,review the employee nre
nation submitted to E Verify to identify any
errors,and find out whether the employee contests the tentative ronconematlon.
The Empin wil transmit the Sochi Security number,or any other corrected
SSA requests,to SSA for veri icaatbn again if this review
indicates a need to do so
4. The Employer wit instruct the employee to visit an SSA office within eight Federal
Government work days.SSA wig electrontcalytransmit the resu*of the referral to
the Employer within 10 Federal Govern rnerrt workdays of the referral unless It
determines that more than 10 days is necessary
5, while waking for case resruks.the Employer agrees to check the Eby system
regularly for case updates.
fe. The Employer agrees not to ask the employee to obtain a prirtout from the Social
Security Administration number database(the Numident)or other written
verification of the 5514 from the 55A
R.. REFERRAL TO DHS
1. If the Employer receives a tentative nonconfrmation issued by DNS,the Employer
must promptly notify employees in private of the finding and provide them wth the
notice and letter containing information specific to the employee's E Verify case.The
Employer also agrees to provide both the English and the transbted notice and letter
for employees wth inked English proficiency to employees.The Employer must
allow,employees to contest the finding,and not tale adverse action against
employees if they choose to contest the finding,while their case is sal pending.
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Company Ib Number:571783 Client Company N Nurnber:1189343
2. The Employer agrees to obtain the employee's response about whether he or she
wM contest the tentative nonconftrmation as soon as possible after the Employer
receives the tentative no onfirmation.Only the employee may determine whether
he or she will contest the tentative nonroriimhatlon.
I. The Employer agrees to refer individuals to OHS only when the employee chooses to
contest a tentative noncord'miatbn.
4. if the employee contests a tentative nonconfirrnation tissued by OHS, the Employer
w1-instruct the employee to contact OHS through i s toll-free hotline(as found on
the referral letter)within eight Federal Government work days.
5. t the Employer finds a photo mismatch,the Employer must provide the photo
mismatch tentative nonconfrmadon notice and blow the instructions outlined in
paragraph 1 of this section for tentative nonconf rat ns,generally
6. The Employer agrees that if an employee contests a tentative rnancarfirmation
based upon a photo mismatch.the Employer wR send a copy of the empoyee's
Form 1.551, Form 1-766, U.S.Passport,or passport card to DNS for review by,
A. Scarring and upbadng the document,or
B. Sending a by the photocopy of the document by express mal(furnished and paid
er).
7. The Employer understands that hf t cannot determine whether there"s a photo
matdn/mismatchi„the Employer must forward the employee's documentation to
OHS as descrbed in the preceding paragraph.The Em agrees to resolve the
case as sperm by the OHS representative who wit r�etemhine the photo match or
mismatch.
fl. OHS wit electroricaly transmit the result of the referralto the Employer within 10
Federal Government work days of the referral unless it determines that more than
10 days is necessary
9. Wile waiting for case results,the Employer agrees to check the E-Verify system
regularly for case updates.
ARTICLE IV
SERVICE PROVISIONS
A.NO SERVICE FEES
1. SSA and OHS will not charge the Employer or the Web Services E—ty Employer
Agent for verification services performed under this HOU.The Employer is
responsible
Employer fl need providing equipment needed to mala inquiries,To access E.Wlfy,an
personal computer with Internet access.
ARTICLE V
SYSTEM SECURITY AND MAINTENANCE
A<
DEVELOPMENT REQUIREMENTS
1. Software developed by Web Services Eby Employer Agents must comply with
federally-mandated kformatbn warty poices and rdustry security standards to
include but not limited to:
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2. Public Law 107-347. 'E-Govearrnent Act of 2002.The II, Federal Information
Security Management Act(FEMA). December 2002.
3. Office of Management and Budget(OMB)Memorandum(M-10-15). `FY 2010
Reporting t tructions for the Federal information Security Management Act and
Agency Privacy Management;"Apar 2010.
4. National hsttlte of Standards and Technobgy MST)Special Pubication(SP)and
Federal Information Processing Standards Publication(F1PS).
5. international Organization for Standard¢atio ikeernational Electrotechnical
Commission(G01tEC)27002.Information Technology—Security Techniques—Code
of Practice for Information Security Management.
b. The Web Services&*rly Empbyer Agent as to update is Web Services
interface to reflect system enhancements within slot manes from the date DHS
reties the Web Services User of the system update.The Web Services User wilt
receive notice from DHS in the form of an interface Control Agreement RCA),The
Web Services E erWy Employer Agent agrees to insttlteto its interface as
klenteled in the ICAC kidudng atfunctionaldyr Identified and elements detailed
thenen.
7. The Web Services EAferify Employer Agent agrees to demonstrate progress of its
efforts to update its Web Services interface if and when DHS requests such progress
8. The Web Services EAlon*y Employer Agent acknowledges that if Its system
enhancements we not completed to the satisfaction of DHS or its assignees within
six months from the date DM notifies the Web Services User of the system update,
then the Web Services User's E-* accountmay be suspended.and support for
previous releases of E rfy may no be to the Web Services Use.
lbe Web Services EVerify Employer Agent also acknowledges that CM may
suspend the Web Services User's s amount after the sir-month period has elapsed
9. The Web Services EAlorily Employer Agent agrees to incorporate error handing logic
Into its development or software to accommodate and act in a timely fashion should
an error code be returned.
10. The Web Services&Vert'y Employer Agent agrees to complete the technical
reepirements testing which is confirmed upon receiving approval of test data and
come :My between the Web Services E Verity Employer Agent and DHS.
11. OHS will riot reimburse any Web Services&Verify Employer Agent or software
developer who has expended resources In the development or maintenance or a
Web Services interface if that party is unable.or becomes unable.to meet any of
the requirements set forth io this MOL.
12. Mousing,development.Infrastructure,maintenance,and testing of the Web Services
agtricariors may take place outsirie the United States and is territories,but testing
must be conducted to ensure that the code id coned and secure.
13. If the Web Services E- erVy Employer Agent includes an electronic Form 1-9 as part
of its interface,then t must comply with the standards for electronic retention of
Form 1-9 found in B CFR 274a.2(el.
B.INFORMATION SECURITY REQUIREMENTS
Web-Services&Verify Employer Agents performing verification services under this MOU must
ensure that information that is shared between the Web Services E-Verity Employer Agent
Pagel4 of 23 i E•./et/y.01J rot Employers Using ante Serulees Employer Agent I revision Data 06/01#13
007858-000174/00632745.1 Page 40 of 49
} Y.
Company ID Number:3717 e3 Client rbrnrery rD Nona;13Ea342
and DH5 is appropriately protected comparable to the protection provided when the
informations within the DHS envvonment(OMB Clrcuhr A.130 Appends It
To achieve this level of information security,the Web Services E-Verify Employer Agent
agrees to institute the following procedures:
L Conduct profit assessments of risk.Including the magnitude of harm that could
result from the unauthorized access,nae,diad Josue,disruption, modification,or
destruction of information and information systems that support the operations and
assets of the DHS,SSA,and the Web ServicesE r Employer Agent and ks
dents;
2. Develop po1cies and procedures that are based on risk assessments,costeffectiuey
reduce information security risks to an acceptable level,and inure that iiformation
warty is addressed througtiouit the the cycle of each organizational i*rmation
system;
3. Inapternent subordinate plans for providing adequate information security for
networks, fatties, information systems,or groups of information systems,as
mea
4. Conduct security awareness training to norm the Web Services&Verify Empioyer
Agent's personnel(including contractors and other users of information systems
that support the operations and assets of the organization)of the information
security risks associated with their activkies and their responsibiities in complying
with organizatbnal policies and procedures designed to reduce these risks;
S. Develop periodic testing and evatliation of the effectiveness of information securky
dependingc=ficyprocecluns,practices,but and less tut onceperontrols to byear;performed wkh a
year,
6. Develop a process for planning,implementing,evaluating, and documenting remedial
actions to address any deliclare' s in the auforrnation security poles,
and practices of the organization; R
7. Implement procedures for detecting,reporting,and responding to senility incidents;
8, Create plans and procedures to ensure continuty of operations for information
systems that support the operations and assets of the organization
9. in Information-sharing emiorrner s,the nformatbn owner is responsible for
and rules fora use and protection of the subject information
respons mewl when the information is shared wkh or provided
to other organizations[NIST SP 800.371
10. DHS reserves the right to restrict Web Services calf from certain P addresses.
1 L OHS reserves the right to audit the Web Services Ely Employer Agent's
application.
12. Web Services E.Wrty Employer Agents and Software Developers agree to cooperate
willingly with the OHS assessment of information secuty and privacy practices used
by the company to develop and maintain the software.
C.Dim PROTECTION AND PRIVACY REQUIRE NTS
1. Web Services E-Verify Employer Agents must practice proper Internet securty,this
means using HTTP over SSLJTLS(also known as HTTPS)when accessing DHS
irfomnation resources such as E-Verify[N['ST SP 800.95),,interpret,security practices
Ike this are necessary because Simple Object Access Protocol(SOAP),which
PagelS at.23 1 E.riry M0t)1or Employers Using a orb Smites Employer Agent I Revision bate 06/0013
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Company ID Plumber 372723 [hent pitry ID Marken 1164342
provides a basic messaging framework on which lheb Services can be bu*,abws
messages to be viewed or modified by attaders as messages traverse the Internet
and is not independently designed wth at the necessary security pmtocois for E.
Verify use.
2. In accordance with 0145 standards,the Web Services E-tierify Employer Agent
agrees to maktain physical electronic,and procedural safeguards to appropriately
protect the information spared under this MOU against loss,theft, misuse,
unauthorised access,and improper disclosure copying use.modification or deletion.
3. Any data transmission requiring encryption shall comply wth the following standards:
A. Products using FPS 197 Advanced Encryption Standard(AES)algorithms
with at least 25 6-bt encryption that has been validated under FPS 140-2.
B. NSA Type 2 or Type 1 encryption.
4. User®Management(Sat Startdard):Al irfarmatien exchanged between the parties
under this MDU wit be done only through authoraed iNeb Services'Wanly Employer
Agent representatives identified above.
5. The Web Services Eby Employer Agent agrees to use the EJlferiy browser
instead of is own interface if k has rtes yet upgraded Its interface to comply with the
Federal Aoquisiion Regulation(FAR)system charges.in addition, Web Services E.
4ierify Employer Agents whose interfaces do not support the Form 1.9 from 2!2/2009
or 817/2009 should also use the Eby browser tad the system upgrade is
6. The Web Services Eby Empbyer Agent agrees to use the Eby browser
instead of its own interface it it has not completed updates to ifs system within sox
months from the date DHS nobles the Web Services Etvirriy Employer Agent al the
system update.The Web Services E.vertyy Employer Agent can resume use of is
interface once it is up-to-date,unless the Web Services E-Yerify Employer Agent has
been suspended or termfrie ted from continued use ci the system.
D.communion
1. web Seances EAil±riy Employer Agents and Software Developer agree to develop
electronican system agency is not subject to the Untied any agreement. that maid restrict access
to and
2. The web Services Edletiy Employer Agent agrees to develop effective controls to
ensure the integrity,accuracy and reiabrty of its electronic system.
3. The Web Services E-V rify Employer Agent agrees to develop an inspection and
quality assurance program that regularly,at least once per year,evaluates the
electronic system.and inctides periodic checks of electmrically stored information.
The Web Services ENtrify Employer Agent agrees to share the resits of its regular
inspection and gtsity assurance program wfh 016 upon request.
4. The Web Services Ea/eriy Employm Agent agrees to develop an electronic system
with the abiltyy to produce legi*a copies of appicable notices, letters, etc
5. Al information exchanged between the parties under this MDU wi be In accordance
watt appicable laws.regufat oras.and policies,bickering but not frnted to,
i forrnation securty guidelies of the sending party with respect to any information
that ti deemed Personally Identifiable hformatixn(Pio. irrctaiing but not limned to the
employee or applicant's Sohl Smarty number,alien number.date of birth or other
Information that may be used to identify the individual
Pagela n123 l E-Itrie'y U for Employers Using a Web Services Employer Agent I Oimeston Date Obf61/13
007858-000174/00632745.1 Page 42 of 49
E-Verik
_
Company lb Numbe:Sri7113y ID Number:1169342
6. Suspected and confirmed information security beaches must be reported to DHS
according to Article ILA.17.Reporting such breaches does not reseve the Web
ServiceSeri cars,� Agent from further requirements as directed by state and
EKy Empoyer Agent is sat,ect to amicable state
laws regarding data protection and incident reporting in addition to the requkements
E.SOFTWARE DEVELOPER RESTRICTIONS
1. The Web Services E4 rfy Employer Agent agrees that I it develops a Web Services
interface and sell such interface,then it can be held liable for any misuse by the
company that pies the interface.It is the responsibility of the Web Services E
Verify,Employer Aged to ensue that its interface k used in accordance with&Verify
poides and procedures.
2. The Web Services Eby Employer Agent agrees to provide software updates to
each dent who purchases is software.Because et the frequency Web Services
updates,an ongoing relationship between the software developer arid the dent s
necessary.
3. DHS reserves the right to terminate the access of any software developer eloper wth or
without notice who creates or uses an"interface that does not comply with E.*ri*y
procedures.
4. Web Services Software Developers pursurg software development independent of
serving dents as a Web Services E-Verily Employer Agent are not eligible to receive
an ICA.At this time. E4r y does not permit Web Services software devebpmerht
wthout also berg a Web Services&Verify Employer Agent or Web Services
EmPIEVEL
F.PENALTIES
1. The Web Services&Way Employer Agent agrees that any failure on its part to
comply with the terms of the MOU may result in account suspension,termination.
or other adverse adlon
2. DHS i not sable for any financial losses to Web Services E 1JerVy Employer Agent.ts
dents,or any other party as a recut of your account suspension or termination.
ARTICLE VI
MODIFICATION AND TER#eNRT1ON
A.MODIFICATION
1. This MOU 6 effective upon the signature of al parties and Sul continue in effect for
as bag as the SSA and DHS operates the E-Verify program unless modh lied"n writing
by the mutual consent of al parties.
2. Any and al E-Verty system enhancements by DHS or SSA.inducing but riot toted
to E t rhly checking against additional data sources and instil:161g new verification
pow or procedures.wit be cornered under this MOU and wit not cause the need
for a supplemental MOU that outlines these changes.
B.TERMINATION
1. The Web Services&Verify Employer Agent may terminate this MOU and its
participation in EVerify at any time upon 30 days prior written notice to the other
Pagel?or 231 E-Verily MOU for Employers Using a Web Services Employer Agent 1 lie4sinn Date 6610123
007858-000174/00632745.1 Page 43 of 49
Company to Nuri S1l783 Cant Company ID e/umber:1189341
parties.In adc tion,any Employer represented by the Web Servkes Eby
Employer Agent may volnbrty terminate ks MOU upon giving DHS 30 days'written
notice.The Web Services E-Verlty Employer Agent may not refuse to terminate the
Employer based upon an outstanding bit for verification services.
2. Nobrokhstandnrng Article V.part A of this MOU.OHS may terminate this MOU,and
thereby the Web Services EMefl'y Employer Agent's partiopatbn in&Verfyr.with or
without notice at any time f deemed necessary because of the regtriements of law
or policy,or upon a determination by SSA or OHS that there has been a breach of
system integrity or security by the Web Services E- arty Employer Agent or
Em , or a failure on the part of either party to comply with estabished E-Verlyr
and/or legal requirements.The Empbyer understands that IT it is a
Federal contractor,termination of this MOU by any patty for any reason may
negatively affect the performance of its contractual responsbaties.Shinto*.the
Employer understands that if it is in a state where Warty is mandatory,tennkstion
of this by any party MDU may negatively affect the Empbyees brainless.
3. A Web Services Eaderty Employer Agent for an Empbyer that is a Federal contractormay terminate ails MOD when the Federal contract that requires its participation in
E Wrfy is terminated or completed.in such cases,the Web Services Ealerify
Employer Agent must pmvide written notice to DHS.If the Web Services&Verify
Employer Agent fals to provide such notice.then that Employer wit remain an E-
Vleri'y partitrpant,wit remain bound by the terms of this MOU that awk,to non-
Federal
contrtctor participarts,and wit be required to use the Eprocedures to
verty the employment*lift of at newly hied employees.
4. The Web Services E.Uerify Employer Agent agrees that Ealerify is not table for any
losses.Mandril or otherwise,if the Web Services EVerly Employer Agent or the
Employers terminated from E-Wryy:•
ARTICLE VII
PARTIES
A. Some or all SSA and DHS responnsiblties under this MOU may be by
contractor(s).and SSA and DHS may must vacation resportsi>Sties between
each other as necessary By separate agreement with DHS,SSA has agreed to
perform its responsibilities as described in this MOU.
B. Nothing in this MOU is intended,or should be construed,to create any right or
benefit.substantive or procedural,enforceable at law by any third party against the
United States, its agencies, officers,or employees,or against the Web Services E.
Verify Employer Agent,is agents,officers,or employees..
C. The Web Services&Wry Agent may not assign.directly or i ikectiyr.
whether by operation of ,change of control or merger,at or any part of is
rights or oblggadonts under this MOU without the prior written consent of DHS,which
consent shal not be unreasonably withheld or delayed.Any attempt to sublicense.
assign,or transfer any of the rights,duties,or obligations herein is void.
D. Each party shall be solely responsible for defending any coin or action against it
arising out of or related to E4lerty or this MOU,whether chit or criminal,and for any
labiity wherefrom,itcNding(but not limited to)any dispute between the Web
Services E-Verify Employer Agent or the Employer and any other person or entity
regarding the talon by the aapServices
ppt�lptyIRRof Section 4031d)of RA to any action talar)or M egerly
EAAsify Employer Agent or the Employer.
E. The Web Services E. 1fy Employer Agent tmdefttands that its participation in E-
Papele at 13 j E-Nerfy IOW tor Employers Wag a won Services Employer Agent I Ittelsion Date 060143
007858-000174/00632745.1 Page 44 of 49
- eri
E ,,, , ,
,,q(w, ,
., _,_.
Company ID Number:5717x3 Ciera harry ID Number 11159312
byVerify is not law and DHS�ential information and may be disclosed as authorized or rewired
poky, including but not limited to,Congressional oversight,
E.Verify pubicLy and media inquiries,determinations of caopiance with Federal
contractual requirements.and responses to inquiries under the Freedom of
Information Act(MIA).
F. The indtviduats whose signatures appear below represent that they are authorized to
enter into this MOU on behalf of the Employer,the Web Services E VerVy Employer
Agent and OHS respectively The Web Services&Verify Employer Agent understands
that any inaccurate statement,representation.data or other nformation provided to
DHS may subject the Web Services& ertlfy Employer Agent.as the case may be. Pis
subcontractors.its employees.or its representatives to:(1)prosecution for false
statements pursuant to 18 U.S.C. 1001 and/or;(2)immediate temmhation of its
MOU and/or(3)possible debarment or suspension.
G. The foregoing constEutes the hi agreement on this subject between DHS.the
Employer,and the E-Verify Employer Agent. Lyles Companies Inc,(Empbyer)
hereby designates and appoints (E.Verify Employer Agent),inckrding as officers and
employees,as the E.Verify Employer Agent for the purpose of carrying out
(Employer) responses under the MOU between the Employer.the&Verity
Employer Agent,and OHS.
Pagele of 23 i E-Verity MOD for Employers usng a web Services Employer Agent i Newton Date 06 O1t13
007858-000174/00632745.1 Page 45 of 49
' r
Company o Number:571/83 Clem Comity ID Number:1169342
r you have any questions,contact E Wrify at 1-888-4644218.
Approved
Employer
Name 1Piease 1,Pe or Print) l tle
•
Sigrt�tu Date
) 4,1,1
pG4arifY -Fr
Yer aerst
Payloct corpa{auou
Name(Please Type or Print) Title
Katie Smyth
Signature Date
Electrorl*Cally Sinned February 10,2017
Department of Rotund Security-Vivification Aiilsion --
Name
wtame TIM
SignatNre Date
Page20 of 23 i E verity MOU for Emproters Ming a Web Services Employer Agent i Aewlslon Date 06101/13
007858-000174/00632745.1 Page 46 of 49
lA
Company ID Numcere5717e3 CIe,tCompany ID Number.1169342
Information Rawl Wed for the Eai9erify Program I
Information rohtirg to your Dampens
party Name Lykins Companies Inc.
ply FacilityAddress 5163 WafP D.Pleasant H8 Rd
Word,tNi 45150
Company Alternate Address }
• or Amish Glennon*
Employer iclentification Number 31-0729538
Orth American kxiustry Merchant Wholesalers,Nondurable Goods(424)
cation Systems Code
rent Company
Number of Employees 100 to 499
Number of Sites Verified for i21
Pa9e21 of 23 I EVerify M04J for Employers using a Wet Services Employer Agent(Minion Date 06/01/13
007858-000174/00632745.1 Page 47 of 49
Company ID Number:S717e3 Client Company ID Nurrber:1164342
Are you verify**for more than 1 site?If yes,please Provide the number of ekes
verified for it each State:
• b' 15
Virginia T
,:� ... 5
Page22 of 23 lEAturity M3U lot Employers Mang a Web Services Employer Agent I genian Date 06101113
007858-000174/00632745.1 Page 48 of 49
E-Wrify
Company Ib Number 571703 Client Company 10 to mber:1169342
Information ralatino to tha Program Aciministnator(s)for your Company an potty
questions or operational patients:
'Name Am Ashbroolt
Phone Number (513)965-6248
Fax dumber
Erna Address aashbr(liyldnsenergycca m
Name Susan SuEvf
Phone Number (513)9654+212
Fax Number
,Emal Address ssulivarektisenergycorn
Name Zachary Stanfield
Phone Number (513)964.6205
Fax Numtrer
Ernal Address zstanileidek dnsenergy:com
Page23 of 23 I EAlnfy14 U for Employers Using a Web Senores Employer Agent R Wesson(late 06/01113
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