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EXHIBIT C <br />FORM OF SUBCONTRACTOR ADDENDUM <br />EXHIBIT f 1 TO SUBCONTRACT AGREEMENT <br />SUBCONTRACTOR CERTIFICATION <br />A. Wage Enforcement. Subcontractor shall report, and shall require its Sub -subcontractors <br />to report, all complaints or adverse determinations of wage theft or payroll fraud arising out of this <br />project against Subcontractor or its Sub -subcontractors to Contractor within seven (7) days of <br />notification of the complaint or adverse determination. If an adverse decision is rendered against <br />the Subcontractor, Contractor may terminate the Contract or exercise any other remedy under the <br />Subcontractor Agreement or available under applicable law, including the right to withhold amounts <br />otherwise owed to Subcontractor to protect Contractor against damage that may be incurred by <br />Contractor. Subcontractor certifies that there has not been any adverse determination against <br />Subcontractor within the proceeding 3-year period for wage theft or payroll fraud. <br />B. Worker's Compensation. Subcontractor and its Sub -subcontractors and legal <br />representatives shall comply with all laws, rules, regulations, and orders governing worker's <br />compensation insurance. Subcontractor agrees to procure and maintain worker's compensation <br />insurance as required by the Subcontract and applicable law. <br />C. Combating Trafficking in Persons. Subcontractor shall notify employees of the <br />Government's "zero tolerance" policy towards trafficking in persons and to take action against <br />employees or subcontractors that violate the policy. Subcontractor agrees that it will not engage <br />in any unlawful trafficking of persons and will take all commercially reasonable measures to <br />prevent and protect against the trafficking of persons by Subcontractor and its employees. <br />D. Human Rights. Subcontractor shall conduct its activities in a manner that respects <br />human rights. Subcontractor shall not use any form of child, slave, forced, bonded, indentured, or <br />involuntary labor, including prison labor. Subcontractor shall not engage in human trafficking or <br />exploitation, or import goods that have been manufactured, procured, produced, or transported by <br />slavery or human trafficking. Subcontractor shall not retain employees' government -issued <br />identification, passports or work permits as a condition of employment. <br />E. Wages and Benefits. Subcontractor shall ensure that its employees are paid lawful <br />wages, including, where applicable, overtime, premium pay, and equal pay for equal work without <br />discrimination. There shall be no disciplinary deductions from pay; provided, however, that <br />Subcontractor may withhold payment for work that is (i) incomplete, (ii) not completed in a <br />workmanlike manner, or (iii) not completed in accordance with professional standards and/or <br />other specifications required of Subcontractor and communicated to Subcontractor's employees. <br />C-1 <br />300354045v3 <br />