Terms & Conditions and Additional Information

A. Delay / Impact Notification

  1. The Contractor shall notify Purchaser's Representative as soon as a potential delay condition or other impact is recognized.

  2. The Contractor shall notify the Purchaser's Representative, in writing within forty-eight (48) hours to document the delay condition or other impact. The Contractor's written notification shall include as a minimum:

     a. A reasonably detailed explanation of the nature of the delay/impact, including schedule activities, location(s) of delay/impact etc.

     b. The start and end times and dates of the delay / impact.

     c. The date Contractor first knew of the circumstance, and the name of Purchaser's Representative to which verbal notification was made including time/date of the notification.

     d. The general nature of the discussion with the Purchaser's Representative regarding resolution of the condition.

     e. The Contractor's mitigating actions already taken and planned.

     f. A detailed description of the types of costs incurred in the delay i.e. labor, equipment, loss of productivity etc.

     g. The cost and schedule impact (estimate if the delay has not been resolved at the time of notification).

B. Contractor's Actions Relating to Impacts and Claims.

  1. Unless otherwise requested by Purchaser, Contractor's Work shall progress in accordance with the contract during resolution of any claim.

  2. The Contractor shall take appropriate actions to mitigate damages caused by the event(s) giving rise to the impact or claim, subject to the Purchaser's Representative's approval. Contractor shall offer suggestions to the Purchaser's Representative for further mitigation by Purchaser.

  3. Any Change Order issued under this Agreement shall constitute a full and final settlement and accord and satisfaction of all effects of the events giving rise to the Change Order and shall be deemed to compensate Contractor fully for such change. Contractor waives and releases any and all right to make a claim or demand or to take any action or proceeding against Purchaser for any other consequences arising out of the events giving rise to the Change Order.

C. Permissible Claims

  1. Contractor may request a Change Order upon the occurrence of any of the following events:

     a. Purchaser has requested a change in the scope of Work to be performed by Contractor;

     b. Acts or omissions of the Purchaser: (i) have materially delayed or interfered with the Work to be performed by Contractor, (ii) are not attributable to Contractor or its Subcontractors, and (iii) Contractor is unable to proceed with other portions of the Work so as to not cause a delay in completion of the Work by the agreed completion date;

     c. Force Majeure Events (as defined in the Agreement).

D. Claim Submittal

  1. The Contractor shall comply with the following requirements for a claim to be considered for extension of the completion date of the Work, or reimbursement of impact costs by the Purchaser:

     a. The claims must be formally submitted to the Supply Chain Buyer with a copy to the Purchaser's Representative within thirty (30) days from completion of work.

     b. Contractor shall strictly comply with the delay/impact notification requirements as specified above.

     c. The Contractor must demonstrate that the delay/impact is the Purchaser's responsibility and must support the claim with all documentation reasonably requested by or necessary for Purchaser to assess and evaluate the causes of and impact of such delay/impact.

  2. Reimbursement for all Purchaser-approved delay impact costs shall be in accordance with pricing provisions of this Purchase Order.

New Jersey

Generally, pursuant to New Jersey state law, any construction, reconstruction, installation, demolition, restoration, and alternation of facilities is subject to the New Jersey State Prevailing Wage Law as set forth in N.J.S.A. 34:11 – 56.25 et seq.  Excluded from this are operational work, including flaggers, snow plowing, vegetation management in and around rights of way, mark outs, janitorial services, landscaping, leak surveyors, meter work, and miscellaneous repairs.  Contractors performing work for JCP&L that is subject to the New Jersey State Prevailing Wage Law must pay in accordance with the appropriate prevailing wage requirements.

The appropriate prevailing wage rates can be obtained from https://www.nj.gov/labor/wagehour/content/prevwageapplication.html, and may be viewed at https://www.nj.gov/labor/wagehour/wagerate/prevailing_wage_determinations.html. 
For more information generally, see the state of New Jersey website for the Department of Labor and Workplace Development.

Note, all contractors wishing to perform work on such projects must only employ individuals who have successfully completed all relevant OSHA-certified training.

West Virginia

Pursuant to the 1991 West Virginia Legislature adoption into law, Chapter 21, Article 11 of the State Code, contractors working in the state of West Virginia will be licensed according to the West Virginia Department of Commerce, West Virginia Division of Labor Contractor Licensing.

The West Virginia Wage Payment and Collection Act (Section 21-5), requires that every employer, person, firm or corporation in or about to engage in construction work, or the severance, production or transportation of minerals, shall furnish a bond to protect the wages and benefits of their employees before engaging in these activities. Please refer to the West Virginia Department of Commerce, West Virginia Division of Labor Wage & Hour for requirements and exemptions.

Clarifications and additional requirements above and beyond those related to specific topics covered under FirstEnergy Service Company General Terms and Conditions for Purchase of Labor Services are contained within this document. These requirements do not replace the General Terms and Conditions, but rather require additional rigor and performance of the parties. These additional requirements shall be satisfied in conjunction with the General Terms and Conditions. 

For contractors signatory to AFL-CIO building and construction trades unions

Clarifications and additional requirements above and beyond those related to specific topics covered under FirstEnergy Service Company General Terms and Conditions for Purchase of Labor Services are contained within this document. These requirements do not replace the General Terms and Conditions, but rather require additional rigor and performance of the parties. These additional requirements shall be satisfied in conjunction with the General Terms and Conditions.

For contractors not signatory to AFL-CIO building and construction trades unions

Clarifications and additional requirements above and beyond those related to specific topics covered under FirstEnergy Service Company General Terms and Conditions for Purchase of Labor Services are contained within this document. These requirements do not replace the General Terms and Conditions, but rather require additional rigor and performance of the parties. These additional requirements shall be satisfied in conjunction with the General Terms and Conditions.

NATIONAL MAINTENANCE AGREEMENT (NMA)

Project Controls

CONTRACTOR SHALL NOT USE ANY TWO-WAY RADIOS OR RADIO CONTROLLED EQUIPMENT AT THE PURCHASER’S FACILITIES UNTIL THE FOLLOWING REQUIREMENTS HAVE BEEN COMPLETED:

Contractor shall submit the proposed radio frequencies to Purchaser’s Representative before securing radios and frequencies, which shall include a listing of all such frequencies proposed, their effective radiated power (ERP) and dBm, and, for radio controlled equipment, the receiver sensitivity, selectivity and coding.

Purchaser has received from Contractor a copy of the current FCC authorization/license document covering the radio frequencies for which the Contractor has been granted by the FCC an authorization/license. Contractor shall also notify Purchaser as to where the original document is kept, who in the Contractor's organization is responsible for its renewal and equipment maintenance, and where on the jobsite the document (or copy thereof) will be posted.

In the event Contractor’s radio equipment will be operated on frequencies granted to Purchaser, the appropriate documentation is to be executed prior to the operation of any such equipment as required by FCC Rules and Regulations.

Purchaser reserves the right to establish frequencies that Contractor shall not use at Purchaser’s facilities.

Contractor Site Requirements

Small Tools Listing

Telecommunications Guidelines

1. The Contractor represents and warrants that all articles, including but not limited to materials, equipment, protective clothing, scaffolding, walkways, ladders, etc. furnished, meet or exceed all specifications promulgate for safety and health standards under the Occupational Safety and Health Act (OSHA) of 1970 (29 U.S.C. 691 et. seq. 1970) and all regulations in effect as of the date of this Contract. The Contractor agrees that all labor furnished as part of this Contract is performed in accordance with all applicable OSHA requirements and all other applicable local, state, and federal regulations.
 

2. The Purchaser has established designated areas for contaminants that may include, depending on the location at which work is to be performed, but are not limited to inorganic arsenic, lead, asbestos, hydrogen sulfide and sulfur dioxide. Exposure to any of these contaminants may be above certain OSHA limits when working in any of these designated areas.
 

3. The Contractor shall be responsible for the interpretation and compliance with all applicable OSHA regulations including, but not limited to the regulations related to the contaminants.
 

4. OSHA compliance shall include, but not be limited to, the following:

  a. Conducting personal sampling if required by OSHA regulations.

    1.) If personal sampling is required, the Contractor shall inform Purchaser, in writing, of the personnel and/or Subcontractor that will be performing the sample collection and/or analysis.

    2.) Purchaser reserves the right to reject all parties involved with the sample collection and/or analysis.

    3.) The Contractor shall supply Purchaser with the results of all personal monitoring samples collected on Purchaser's property.

   b. Supplying personal protective equipment and other related equipment if required by OSHA regulations.
 

5. The Contractor shall comply with all requirements of OSHA CFR 1910.1200, and any applicable state Right To Know Acts, including but not limited to the labeling of containers, proper handling of applicable materials, proper training and protection of employees and others, and the securing and implementing of Material Safety Data Sheets.
 

6. The Purchaser has determined that in any enclosed area that transports circulating water, there is a potential for the existence of common pathogenic organisms. The Contractor shall be responsible for the proper protection of its employees and others in relation to Work performed in these areas.
 

7. The contractor is responsible for compliance with, and shall comply with, the various local and state health and safety codes, regulations, and ordinances of the state and locality where the work is to be performed.

Safety is a core value at FirstEnergy, and our vision is to have strong partnerships with contractors focused on reducing exposure, eliminating events, pursuing excellence in safety and human performance, and sharing information and best practices. To that end, safety systems and work practices must be in place, and we expect safety leadership, commitment and involvement by all personnel working on behalf of FirstEnergy.

These contractor safety requirements shall be considered minimum expectations applied to all work performed on all FirstEnergy properties or on behalf of FirstEnergy. All contractors are required to ensure that they and their employees, subcontractors, suppliers, vendors, and visitors, comply with the provisions of these requirements along with all local, state and federal regulations.
 

Utilities Contractor Safety Requirements

FirstEnergy Regulated Generation aims to foster a safe and secure environment for all employees, contractors and visitors. To that end, safety systems must be in place and work practices must support our vision for safety as a core value. Safety leadership, commitment and involvement by all personnel will drive the pursuit of an injury-free culture, where we control exposures for self and others.

These safety requirements shall be considered minimum standards applied to all construction work performed at FirstEnergy Regulated Generation Facilities. All Contractors are required to ensure that they and their employees, sub-contractors, suppliers, vendors, and visitors, comply with the provisions of this manual. THE PROVISIONS OF THESE REQUIREMENTS SHALL BE STRICTLY ENFORCED. These Contractor Safety Requirements are a supplementary document to all governmental rules, codes and regulations, and do not negate, abrogate, alter or otherwise change any provisions of those rules and regulations. It is understood that the ultimate responsibility for providing a safe worksite is the responsibility of the Contractor. 

Regulated Generation Contractor Safety

Generation will foster a safe and environmentally compliant workplace for all employees, contractors and visitors. We will accomplish this by ensuring that programs are in place and that work practices support the vision for environmental compliance as a core value. Leadership, commitment and involvement by all personnel will drive the pursuit of an injury-free and environmentally compliant culture.

These Employee and Contractor Environmental requirements establish a standardized approach across the Fleet for assuring that work performed by Contractors at generating sites is completed in a consistent manner that complies with the various federal, state and local environmental regulations and Company policies and guidelines.

Employee and Contractor Environmental Compliance

Transportation Requirements

FirstEnergy utilizes a third-party freight management program to optimize inbound freight services and costs for FirstEnergy Corp. All goods acquired under this purchase order shall be shipped as specified herein. All shipments shall be billed "THIRD PARTY" to Ardmore Power Logistics. Purchaser reserves the right to reject COD (cash on delivery) Shipments. Supplier shall not insure the goods for Purchaser's account during shipment except upon Purchaser's written request.

FirstEnergy’s online routing guide can be accessed at www.firstenergyfreight.com and is programmed to route parcel shipments (Ex: UPS) as well as motor freight shipments (Ex: FedEx Freight, Pitt Ohio, etc.). The guide creates barcodes for parcel shipments and bills of lading for motor freight shipments and pickups can be scheduled electronically for each mode through this site. If your shipment does not fall into the parcel or motor freight category and/or requires special handling, please contact Ardmore Power Logistics at 877-340-7447.

NOTE:  Failure to follow the above instructions may result in a short pay or payment refusal situation as FirstEnergy reserves the right to deny the payment of any freight-related charges on all noncompliant shipments. All requests for reimbursement must be submitted through the www.firstenergyfreight.com site by clicking on “click here” in the last paragraph in the blue box.

FirstEnergy Instructions to Outside Carriers

When delivering/picking-up material at FirstEnergy (FE) locations, all drivers are required to communicate with an FE employee or FE authorized representative.

The FE employee or FE authorized representative will make the determination whether a job briefing with the driver is required.

Driver is required to engage the parking brake, chock the wheels and/or use dock locks, where available.

Driver is required to open the truck or trailer doors/remove gates and remove rear load bar before loading or unloading. FE employee or FE authorized representative will assist driver in backing, if needed.

To avoid inadvertent vehicle operation, the driver should remain outside the vehicle in a safe location where he/she is visible to the person performing the unloading/loading.

It is the responsibility of the carrier/driver to ensure their vehicle is in good mechanical repair. In the event the carrier’s vehicle/equipment develops a fuel or oil leak, it must be identified and contained immediately by a qualified employee.
 

Occupational Safety and Health Administration (OSHA)

Requirements for Vehicles

No vehicular equipment having an obstructed view to the rear may be operated on off-highway jobsites where any employee is exposed to the hazards created by the moving vehicle, unless the vehicle has a reverse signal alarm audible above the surrounding noise level, or the vehicle is backed up only when a designated employee signals that it is safe to do so.

Additional Transportation Requirements

Please be advised that oversized loads (weight, length etc) should be delivered on flatbed trucks and not box trucks. We will not accept any shipments that require the load to be dragged or pushed from a box truck. Loads may be rejected at the FirstEnergy warehouse if deemed unsafe to unload. Please contact Purchaser for guidance.

Warehouse Receiving Hours

Warehouse Receiving Hours are 8:00 am - 2:00 pm, Monday through Friday for the following FirstEnergy Corp. facilities:

• Southern Distribution Center (SDC), 311 South Seventh Street, Connellsville, PA 15425    
• Western Distribution Center (WDC), 4295 East 146th Street, Cleveland, OH 44128
•  Center for Advanced Energy Technology (CAET), 871 Mull Ave. Akron, OH 44313

Warehouse Receiving Hours are 9:00 am - 2:00 pm, Monday through Friday for the following FirstEnergy Corp. facilities:

• Eastern Distribution Center (EDC), 5601 Four Points Road, Bethel, PA 19507

Warehouse Receiving Hours are 7:30 am - 3:00 pm, Monday through Friday for the following FirstEnergy Corp. facilities:

• Harrison Power Station Main, ROUTE 20, HAYWOOD, WV  26366-0600
• Fort Martin Power Station Main, 1732 FORT MARTIN ROAD, MAIDSVILLE, WV, 26541

Shipments will only be accepted during these hours unless alternative instructions are given by the Purchaser's representative. No exceptions!

No U.S. major holiday deliveries (including New Year's Day, Martin Luther King Jr. Day, Memorial Day, July 4, Labor Day, Veteran’s Day, Thanksgiving Day, and Christmas Day).

Additional Holidays:

• SDC - President's Day, Good Friday, and Friday following Thanksgiving.
• WDC - Christmas Eve, New Year's Eve, and Good Friday
• CAET- Good Friday
• HARRISON- Good Friday

APPOINTMENTS:
Appointments must be made 48 hours in advance for deliveries requiring special equipment.

LARGE REEL DELIVERIES:
All large reel deliveries should be made on open trucks only.

CONTACTS:

SDC:
Primary - Jeff Cregger (216) 295-5111
Secondary – Roy Nelson (724) 322-4771

WDC:
Primary – Andrew Parma (216) 372-0583
Secondary - Kyle Antal (216) 213-9916

EDC:
Primary - Tony Papson (717) 933-7422
Secondary - Jason Bashore (717) 933-7428


Harrison:   
Primary – Jessica Shaffer (304) 584-2239
Secondary – Kris Woodall (304) 360-8286

Fort Martin:
Primary – Kris Woodall (304) 360-8286
Secondary – Jessica Shaffer (304) 584-2239

CAET:         
Primary – Kevin Antal (216) 346-1951
Secondary N/A

FOR DIRECTIONS TO WAREHOUSES, PLEASE CALL 888-823-7447 - Drivers are NOT to call the warehouses.

Packing List Instructions

A Packing List with the FirstEnergy Purchase Order number is required for all shipments (including 3rd Party Shipments). The Packing List must also include a unique identifying number, which will provide a supplier reference to identify the payment when included on the payment transmittal.

The Purchase Order number and line number from the Purchase Order must appear on all packages and invoices.

All items shall be packaged and identified on the container(s) by the above listed purchase order.        

The packing list shall identify all items by the Supplier's unique part number. Each item or package of identical items (e.g. pkg. of 10 o-rings) shall be tagged to indicate the Supplier’s unique part number. Any special storage requirements shall also be identified on the packing list.

The Supplier shall indicate on the packing list:

     1)  All identical items which are listed by different Supplier part numbers, drawing numbers and/or reference numbers,   

     2)  Any limiting values of shelf life and/or special handling or precautionary requirements, and

     3)  FirstEnergy material numbers.

Unless otherwise incorporated within the purchase order, packaging and handling is considered part of the Supplier's normal operating expenses and therefore shall not be an invoiced item.

If the item(s) to be supplied on this purchase order differs from the requested item in fit, form or function, such changes must be approved by the purchaser prior to shipment. Fit, form or function includes shape, size, material (internal or external components), operating characteristics, or deviation in part number (including administrative changes). In addition, Supplier shall notify the Purchaser if equipment being sold isn't new. Also, if the requested item has been discontinued, obsolete, or has been replaced, the Supplier shall provide to the Purchaser all pertinent information, including cut sheets, drawings, instructions, and a description of the differences between the original and the replacement item. If an item supplied for this purchase order is not a drop-in replacement, the vendor is requested to inform the Buyer.  Where custom fit-up tools or jigs, machining, boring, drilling, etc. is necessary for item installation, the vendor is requested to provide detailed installation instructions upon acceptance of the purchase order. Failure to comply with these requests shall be subject to rejection, return and back charges as appropriate, together with the necessary costs of handling and shipping. Purchaser's payment of all or any part of the purchase price prior to such inspection, testing and non-acceptance of the equipment and/or services involved shall not constitute a waiver of any of Purchaser's rights hereunder and shall be immediately by Supplier to Purchaser if the item is returned.

The goods or services to be supplied by Supplier under this Purchase Order that are subject to this section are important to the operation of a power plant facility. The Supplier shall establish Cleanliness Control/Foreign Material Exclusion practices to ensure that new, repaired or refurbished parts and equipment delivered under this Purchase Order are free from oil or grease (not being used as a preservative or protective coating), machine tailings, dirt, mill scale, weld splatter, residue, broken or loose parts, contaminants, or other foreign material that may adversely affect the operation of the item(s) provided or may be introduced into interfacing equipment and systems of the Purchaser. Other examples of foreign material include loose fasteners, debris resulting from machining or other manufacturing processes, and tags or labels used in the manufacturing process that are not permanently affixed to internals.

The Supplier is responsible for ensuring items provided are free from foreign material (as defined above).

Supplier is responsible for ensuring through inspection or other means that no foreign material or contaminants are present, including internal surfaces and cavities of the equipment. Additional measures shall be taken by the Supplier to prevent foreign material from entering the equipment, including protective devices such as caps, plugs, or covers. Protective devices shall be validated for material compatibility to guarantee no impact to the goods provided (for example, protective devices containing halogens or heavy metals should not be used on stainless steel items). Protective devices such as caps and plugs shall be clearly visible. Protective devices that have been painted over during production processes shall be replaced or otherwise be made clearly visible. Precautions shall also be taken to ensure foreign material is not introduced during packaging and shipping. If the equipment is shipped with other parts (such as seals, gaskets, lubricants, mounting hardware), precautions should be taken to ensure smaller items cannot be introduced into openings or cavities of larger parts and equipment. Where appropriate, every item included with shipment should be identified in the packing list or by other means. If desiccants or other preservatives are used to protect the item(s), the affected part or equipment shall be clearly labeled or tagged with information including the type of preservative, its location, and any special instructions pertaining to its removal prior to installation or other applicable information such as quantity of desiccant packages.

If, upon receipt/inspection, the item is found to have the intrusion of foreign material, the Purchaser will have the option to return the item to the Supplier and cancel the Purchase Order line item, or return the item to the Supplier for replacement/cleaning at the Supplier's expense.

Any material of foreign manufacturer must meet or surpass all specifications and certifications of domestic manufacturing, including but not limited to ASME and/or ASTM code. Advanced notification of shipments from foreign sources of any pressure retaining material or components is required.

Supplier agrees to comply with all Hazard Communication Standards promulgated by the Occupational Safety and Health Administration, 29 CFR 1910.1200,  et seq., and applicable statutes, to ensure that chemical hazards within the workplace are identified and hazard information is transmitted to affected employees of supplier, subcontractor and purchaser. When applicable this includes providing a written hazard communication program, chemical inventory, all applicable Safety Data Sheets (SDS), labels and information regarding protective measures. Prior to chemical materials arriving on site, the supplier agrees to fulfill all site chemical pre-approval, use, storage, safe handling and disposal requirements. Use and supply of hazardous chemicals is to be minimized to extent practical, and vendor shall remove unused chemicals.

Invoices must be submitted via the Coupa Supplier Portal (CSP). When submitting invoice must be applied to a specific Purchase Order Line. 

Questions about invoices or payments or electronic payment/presentment may be directed to the Accounts Payable help desk at aphelp@firstenergycorp.com.

Supplier is required to mark the final or last invoice for a specific project as "FINAL INVOICE"

When specified on the Coupa Purchase Order the material is ERS (Evaluated Receipt Settlement) supplier invoice is not required.

The payment will be scheduled and paid based on purchase order payment terms.

Questions about invoices or payments or electronic payment/presentment may be directed to the Accounts Payable help desk at aphelp@firstenergycorp.com.

FirstEnergy Security Requirements for External System & Service Providers

FirstEnergy Information Assets Access Agreement