Department of Energy
§ 961.11
when DOE determines that Purchaser has completed corrective action. B. The DOE reserves the right to suspend any scheduled deliveries in the event that a national emergency requires that priority be given to Government programs to the exclu- sion of the work under this contract. In the event of such a suspension by the Govern- ment, the DOE shall refund that portion of payments representing services not delivered as determined by the Contracting Officer to be an equitable adjustment. Any disagree- ment arising from the refund payment, if any, shall be resolved as provided in the clause of this contract, entitled ‘‘DIS- PUTES.’’ A RTICLE XI—R EMEDIES Nothing in this contract shall be construed to preclude either party from asserting its rights and remedies under the contract or at law. A RTICLE XII—N OTICES All notices and communications between the parties under this contract (except no- tices published in the F EDERAL R EGISTER ) shall be in writing and shall be sent to the following addressees: To DOE: lllllllllllllllllll llllllllllllllllllllllll llllllllllllllllllllllll To the Purchaser: llllllllllllll llllllllllllllllllllllll llllllllllllllllllllllll However, the parties may change the ad- dresses or addressees for such notices or communications without formal modifica- tion to this contract; provided, however, that notice of such changes shall be given by reg- istered mail. A RTICLE XIII—R EPRESENTATION C ONCERNING N UCLEAR H AZARDS I NDEMNITY A. DOE represents that it will include in its contract(s) for the operation of any DOE facility an indemnity agreement based upon Section 170(d) of the Atomic Energy Act of 1954, as amended, a copy of which agreement shall be furnished to the Purchaser; that under said agreement, DOE shall have agreed to indemnify the contractor and other per- sons indemnified against claims for public li- ability (as defined in said Act) arising out of or in connection with contractual activities; that the indemnity shall apply to covered nuclear incidents which (1) take place at a contract location; or (2) arise out of or in the course of transportation of source, special nuclear or by-product material to or from a contract location. The obligation of DOE to indemnify shall be subject to the conditions stated in the indemnity agreement. B. The provisions of this Article XIII shall continue beyond the term of this contract.
A RTICLE XIV—A SSIGNMENT The rights and duties of the Purchaser may be assignable with transfer of title to the SNF and/or HLW involved; provided, how- ever, that notice of any such transfer shall be made to DOE within ninety (90) days of transfer. A RTICLE XV—A MENDMENTS The provisions of this contract has been developed in the light of uncertainties nec- essarily attendant upon long-term contracts. Accordingly, at the request of either DOE or Purchaser, the parties will negotiate and, to the extent mutually agreed, amend this con- tract as the parties may deem to be nec- essary or proper to reflect their respective interests; provided, however, that any such amendment shall be consistent with the DOE final rule published in the F EDERAL R EG - ISTER on April 18, 1983 entitled, ‘‘Standard Contract for Disposal or SNF and/or HLW’’, as the same may be amended from time to time. A RTICLE XVI—D ISPUTES A. Except as otherwise provided in this contract, any dispute concerning a question of fact arising under this contract which is not disposed of by agreement shall be de- cided by the Contracting Officer, who shall reduce his decision to writing and mail or otherwise furnish a copy thereof to the Pur- chaser. The decision of the Contracting Offi- cer shall be final and conclusive unless with- in ninety (90) days from the date of receipt of such copy, the Purchaser mails or otherwise furnishes to the Contracting Officer a writ- ten appeal addressed to the DOE Board of Contract Appeals (Board). The decision of the Board shall be final and conclusive un- less determined by a court of competent jursidiction to have been fraudulent, or ca- pricious, or arbitrary, or so grossly erro- neous as necessarily to imply bad faith or not supported by substantial evidence. In connection with any appeal proceeding under this clause, the Purchaser shall proceed dili- gently with the performance of the contract and in accordance with the Contracting Offi- cer’s decision. B. For Purchaser claims of more than $50,000, the Purchaser shall submit with the claim a certification that the claim is made in good faith; the supporting data are accu- rate and complete to the best of the Pur- chaser’s knowledge and belief; and the amount requested accurately reflects the contract adjustment for which the Purchaser believes the Government is liable. The cer- tification shall be executed by the Purchaser if an individual. When the Purchaser is not an individual, the certification shall be exe- cuted by a senior company official in charge at the Purchaser’s plant or location in- volved, or by an officer or general partner of
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