EPA Region II memo regarding World Trade Center site, [date

NYC 9/11 Public Portal Document JUN-04-2002 15:20 • r.WMZKO

-3- (c) The Department may terminate this contract for convenience, in whole or in part, if it deems such tennination necessary to prevent the unauthorized disclosure of information to outside entities. If such disclosure occurs without the written permission of EPA, the Department may terminate the contract, for default or convenience, or pursue other remedies as may be permitted by law or this contract

(d) The Contractor further agrees to insert in any subcontract or consultant agreement placed hereunder, provisions which shall conform substantially to the language of this clause, including this paragraph, unless otherwise authorized by EPA.

While there is a confidentiality provision in the DEP contract which could be amended, it may be better to include these provisions in an addendum, indicating that these provisions supercede the City confidentiality provisions where there is a conflict. Let’s discuss. Lastly on the privr -y issue, I’d be interested if there could be an amendment to the "hotline” contract which could add this language as well, because that contract is also supposed to be covered by the Privacy Act.

Second, we want to be sure that there is no question of either contractual responsibilities flowing to EPA or the creation of DEP or EPA being the agent for the other, so we’d recommend the following in an addendum:

In accordance with the attached Scope of Work and the attached (Quality Assurance Plan, EPA’s On Scene Coordinators will have all the oversight authority of the Project Manager under this contract. Nonetheless, it is understood by all parties to this contract that the United States Government (including any of its agencies, employees and/or agents) is not a party to the contract and there is no relationship of agency created thereby.

Third, I very much agree with you that the U.S. will need to be named as an additional insured on each of the contractors’ insurance policies. In addition. Article 7.1 A. of the City contract needs to be amended, perhaps through an addendum, to extend to the United States the indemnification the contractor provides to the City. Likewise, the first line of Article 7.1B should amended to add the United States, so that an action against the United States will also be a trigg^ for the City to withhold payments.

Fourth, there should be an addendum provision indicated that a copy of the invoices is sent to EPA (do any of the City’s Prompt Payment Act provisions or other rules allow you extra time to pay in such a circumstance where we review invoices first?)

Fifth, an addendum should clarify section 12.9 of the City contract, so that EPA’s prior written permission is also necessary for any publication of material or statements to the press.

Sixth, an addendum should clarify section 14.4 of the City contract, so claims cannot be made against employees of EPA, FEMA or the Coast Guard.

Please contact me at 212-637-3158 or Wayne Gold at 212-637-3432 after you’ve had an opportunity to look this over. Sony this took so long to get to you, and thanks for your help.

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