Contract - Guaranteed Energy Savings Proj No 124-015 - Veregy

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61 300.5(a). 41 CFR § 60-300.5(a) is incorporated herein by reference and made a part hereof for all purposes pursuant to 41 CFR § 60-300.5(d). Contractor shall include this same provision in each of its subcontracts. (g) Notification of Employee Rights Under the National Labor Relations Act. Contractor shall comply with the employee notice clause requirement promulgated in 29 CFR § 471.2 and set forth in 29 CFR part 471, appendix A to subpart A. 29 CFR part 471, appendix A to subpart A is incorporated herein by reference and made a part hereof for all purposes pursuant to 29 CFR 471.2(b). Contractor shall include this same provision in each of its subcontracts other than those exempted pursuant to pursuant to 29 CFR § 471.3. 7. Compliance with Inflation Reduction Act. At the time of the signing of this Contract, Customer and Contractor understand that compliance with prevailing wages and/or apprenticeship (“PVA”) requirements under the Davis Bacon Act and/or under the Inflation Reduction Act is not required because the ECM 1 in the scope attachment (Attachment A) is smaller than 1-megawatt and as such exempt from having to comply with PVA requirements. To the extent Customer may later seek to qualify for increased credit amounts under §§ 30C, 45, 45Q, 45V, 45Y, 45Z, 48, 48C, and 48E, or an increased deduction amount under § 179D through compliance with PVA requirements, or if Customer later learns that the IRS/Treasury requires compliance with PVA requirements for the energy credits Customer is seeking, Customer will immediately inform Contractor and provide Contractor with all information and documentation reasonably necessary to enable Contractor to comply with its resulting duties relating to PVA requirements, and Contractor will henceforth take all reasonable steps to comply with such duties. . In addition, Customer may seek to claim an increased credit amount under §§ 45L and 45U for satisfying prevailing wage requirements. Further, Customer may seek to qualify for bonus credit amounts under §§ 45, 48, 45Y, and 48E if certain domestic content requirements are satisfied. Finally, Customer may seek to qualify for increased credit amounts under §§ 45, 48, 45Y, and 48E for investment in energy communities or low-income communities The Department of the Treasury (“Department”) and the Internal Revenue Service (“IRS”) have issued some guidance / proposed rules regarding the provisions of §§ 30C, 45, 45L, 45Q, 45U, 45V, 45Y, 45Z, 48, 48C, 48E, and 179D of the Internal Revenue Code (“Code”), as amended or added by Public Law 117-169, 136 Stat. 1818 (August 16, 2022), commonly known as the Inflation Reduction Act of 2022 (“IRA”). The existing guidance is neither final as to many provisions/topics, nor all- encompassing, and subject to change. Contractor’s assistance to Customer in determining the Project specifics with an eye toward securing tax credits, direct payments or grants under the Inflation Reduction Act is based on Contractor’s understanding of the guidance / proposed rules in existence on the date of the Contract. Contractor does not warrant or guarantee that the Treasury Department / IRS will agree with Contractor’ understanding, or that (1) Customer will be successful in securing any tax credits, direct payments or grants under the Inflation Reduction Act, or (2) that Customer’s cost associated with meeting the preconditions for any tax credit, direct payment or grant under the Inflation Reduction Act will be at the level predicted by Contractor. Customer agrees that any decision on whether or how to pursue any tax credits, direct payments or grants under the Inflation Reduction Act, and any decision on how to ensure compliance with any pertinent requirements, preconditions, rules and regulations applicable to securing any tax credits, direct payments or grants under the Inflation Reduction Act, is based upon Customer’s own, independent research, and not on that of Contractor. Subject to the above understanding, Customer and Contractor shall consult and cooperate in assessing the project characteristics against the requirements found in the IRA, as well as in applicable rules, regulations and statutes to ensure that the best effort is being made to comply with the guidance provided by the Department and IRS as identified in this section 7, and confirm Contractor’s ability to comply with such guidance as the guidance becomes available.1 Within the framework of the project characteristics and status predating Contractor’s involvement in the project, Customer and Contractor will work together to maximize both the amounts in available energy credits under the IRA as well as the likelihood that the targeted energy credits will be realized on the project. In doing so, Contractor relies on the information provided by Customer and does not guarantee that any energy credits will actually be awarded on the project. To the extent the guidance provided by the Department and IRS is identical to the Requirements to which Contractor has otherwise affirmed compliance within this Attachment L, Contractor reaffirms its compliance with such Requirements for purposes of the IRA. However, Contractor does not and shall not affirm compliance with any guidance which may be in conflict with or in excess of the Requirements previously identified in this Attachment L. Contractor shall not be responsible for any representation made by Customer on its application for or any other communication with the Department or IRS regarding a credit or increased credit and shall not be liable for any penalty or loss of credit due to Contractor’s failure to comply with such guidance which is in conflict with or in excess of the Requirements otherwise provided for herein. It is understood that, to the extent prevailing wage and/or apprenticeship requirements are found to apply to the Project where Customer and Contractor 1 This paragraph and the remaining paragraphs in this Section 7 shall apply equally to other federal funding, including but not limited to funding under ARPA, that may apply to the project.